<PAGE>
Filed by PRIMEDIA Inc.
Pursuant to Rule 425 under the Securities Act of 1933 and
deemed filed pursuant to Rule 14a-12 under the Securities Exchange Act of 1934
Subject Company: About.com, Inc.
Commission File No. 1-11106
Date: November 13, 2000
This filing contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Such statements include, but
are not limited to, statements about the benefits of the merger between PRIMEDIA
and About, including future financial and operating results, PRIMEDIA's plans,
objectives, expectations and intentions and other statements that are not
historical facts. Such statements are based upon the current beliefs and
expectations of About's and PRIMEDIA's management and are subject to significant
risks and uncertainties. Actual results may differ from those set forth in the
forward-looking statements.
The following factors, among others, could cause actual results to differ from
those set forth in the forward-looking statements: the ability to obtain
governmental approvals of the merger on the proposed terms and schedule; the
failure of About stockholders to approve the merger; the risk that the
businesses will not be integrated successfully; the risk that the revenue
synergies and cost savings from the merger may not be fully realized or may take
longer to realize than expected; disruption from the merger making it more
difficult to maintain relationships with clients, employees or suppliers;
increased competition and its effect on pricing, spending, third-party
relationships and revenues; the risk of new and changing regulation in the U.S.
and internationally. Additional factors that could cause PRIMEDIA's and About's
results to differ materially from those described in the forward-looking
statements can be found in the 1999 Annual Reports on Forms 10-K of PRIMEDIA and
About, filed with the Securities and Exchange Commission and available at the
Securities and Exchange Commission's internet site (http://www.sec.gov).
Stockholders are urged to read the joint proxy statement-consent
solicitation-prospectus regarding the proposed transaction when it becomes
available, because it will contain important information. Stockholders will be
able to obtain a free copy of the joint proxy statement-consent
solicitation-prospectus, as well as other filings containing information about
PRIMEDIA and About, without charge, at the SEC's internet site
(http://www.sec.gov). Copies of the joint proxy statement-consent
solicitation-prospectus and the SEC filings that will be incorporated by
reference in the joint proxy statement-consent solicitation-prospectus can also
be obtained, without charge, by directing a request to PRIMEDIA Inc., 745 Fifth
Avenue, New York, NY 10151, Attention: Investor Relations (212-745-0100), or to
About.com, Inc., 1440 Broadway, New York, NY 10018, Attention: Investor
Relations (212-204-1500). Information regarding the participants in the proxy
solicitation and a description of their direct and indirect interests, by
security holdings or otherwise, is contained in the materials filed with the SEC
by About and PRIMEDIA on October 30, 2000.
PRIMEDIA and About and certain other persons named below may be deemed to be
participants in the solicitation of proxies of About's stockholders to approve
the transaction. The participants in this solicitation may include the directors
and executive officers of PRIMEDIA. A detailed list of the names and interests
of PRIMEDIA's directors and officers is contained in PRIMEDIA's proxy statement
for its 2000 annual meeting, and a detailed list of the names and interests of
About's directors and officers is contained in About's proxy statement for its
2000 annual meeting.
# # #
The following is a press release dated November 9, 2000 and a slide
presentation given at a joint investor presentation on Thursday, November 9,
2000.
<PAGE>
CONTACTS:
PRIMEDIA
WARREN BIMBLICK: INVESTORS 212-745-0615
WHIT CLAY: MEDIA 212-446-1864
ABOUT
KELLY LOFTS: INVESTORS 212-204-1587
TABATHA STURM: MEDIA 212-204-4000
WEBSITES www.primedia.com
www.about.com
PRIMEDIA PROJECTS EBITDA GROWTH OF 40% AFTER
MERGER WITH ABOUT, INC.
NEW YORK, NY - NOVEMBER 9, 2000 - Primedia (NYSE: PRM) announced today that its
proposed merger with About, Inc. (Nasdaq: BOUT) positions it to produce at least
$350 million of consolidated EBITDA in the first 12 months following the merger,
an approximate 40% increase over expected 2000 consolidated EBITDA of
approximately $250 million. The deal is expected to close during the first
quarter of 2001 and therefore the full-twelve month effect may extend into 2002.
THE COMPANY IS HOLDING AN INVESTOR LUNCHEON TO DISCUSS THE ABOUT MERGER IN NEW
YORK TODAY AT 11:30 A.M. ET. THE MEETING'S FORMAL AGENDA WILL BEGIN AT 11:45
A.M. ET AND WILL BE AVAILABLE ON A LISTEN-ONLY BASIS BY TELECONFERENCE AND
WEBCAST. TO PARTICIPATE IN THE TELECONFERENCE, PLEASE DIAL 1-800-711-5301 IN THE
U.S., OR 1-785-832-0301 IF OUTSIDE THE U.S. THE PASSWORD IS PRIMEDIA. PLEASE
CALL IN AT LEAST 10 MINUTES PRIOR TO THE START OF THE FORMAL AGENDA. A RECORDED
VERSION WILL BE AVAILABLE TWO HOURS AFTER THE CONFERENCE CALL BY CALLING
1-888-567-0671 IN THE U.S., OR 1-402-530-0413, IF OUTSIDE THE U.S. NO REPLAY
CODE IS NECESSARY AND THE RECORDED VERSION WILL BE AVAILABLE UNTIL MIDNIGHT
THURSDAY, NOVEMBER 16, 2000
INVESTORS MAY ALSO LISTEN TO A LIVE WEBCAST OF THE MEETING ON PRIMEDIA'S
INTERNET SITE, www.primedia.com, OR ABOUT'S INTERNET SITE, www.about.com
BEGINNING AT 11:45 A.M. COPIES OF THE SLIDES WILL BE AVAILABLE ON THE PRIMEDIA
SITE AND A PLAYBACK VERSION WILL BE AVAILABLE ON BOTH SITES.
"Our combination with About is going to produce immediate upside to our
financial results," said Tom Rogers, chairman and CEO of Primedia. "Even more
compelling is the fact that these projections don't even scratch the surface of
this transaction's impact on
<PAGE>
our strategic development. Right now, we're projecting growth based on the known
quantities, the synergies of combining our existing businesses. On this basis
alone the merger is very compelling. When we add to the equation that this
combination isn't about sticking two companies together and wringing out the
efficiencies, but rather creating a media powerhouse that will continue to
evolve, the scenario gets even more exciting. We've added a fast growth engine
to our dominant position and that is going to add to everything our shareholders
like about Primedia and open the door to new opportunities we would not have
absent this merger."
"This combination allows us to maximize content and revenue opportunities for
About, while providing increased leverage for all existing Primedia properties,"
said Scott Kurnit, chairman and CEO of About, Inc. "The 700 sites of About are
the perfect vehicles to extract enormous new value from Primedia's diverse
businesses. Much or our success as the 7th largest web property comes from our
leadership in using the unique attributes of the Net for efficient production
and distribution. Having woven ourselves into the very fabric of the Net we're
now wonderfully positioned to exploit these efficiencies for the large stable of
Primedia's print and video assets."
Rogers continued, "Primedia will have the flexibility to deliver content and
commerce to our customers via print, video, the Internet, live events and
e-magazines. Our goal is to give our customers ever-increasing choice of content
and various channels of delivery. We will use the extraordinarily efficient
About platform to enter new markets.
"In 2000, we laid the foundation for this company by integrating our units and
turning them into true engines of organic growth. In 2001, our merger with About
will supercharge and accelerate growth," concluded Rogers.
Several key factors regarding the Primedia/About merger are discussed in the
following questions and answers:
WHY ARE YOU MERGING AT THIS TIME?
Our goal is to give our customers more choices of delivery and our advertisers
more marketing solutions. There are enormous strategic benefits for a
traditional media company and its online mirror image to be combining. It is
accretive in the near-term; it takes the growth rate of the company to 40% in
the first 12 months after closing and to at least 20% in future years. It takes
the most efficient content creator and distributor on the web and marries it
with the most solid form of traditional advertising, endemic revenues, out of
which major e-commerce and consumer and business Internet revenue streams can
emerge from the outset.
WHEN DO YOU EXPECT THE DEAL TO CLOSE?
Depending upon the amount of time in review at the SEC and then the subsequent
About shareholder vote, it could close as early as January 2001.
<PAGE>
WHAT ARE YOUR EXPECTATIONS FOR PRIMEDIA FOR FULL YEAR 2000?
We are on target to meet full-year EBITDA of approximately $340 million from
traditional media and EBITDA losses from new media of approximately $90 million,
or approximately $250 million of consolidated EBITDA.
WHAT ARE ESTIMATES FOR THE COMBINED COMPANY IN THE FIRST 12 MONTHS AFTER THE
DEAL CLOSES BY TRADITIONAL MEDIA AND NEW MEDIA?
Estimates for the first 12 months after the deal closes are as follows.
<TABLE>
<CAPTION>
-----------------------------------------------------------------------------------------------------------------
PRIMEDIA FIRST 12 MONTH PRELIMINARY ESTIMATES
($ in millions ESTIMATE ----------------------------------------------- TOTAL COMBINED
except per share) 2000 PRIMEDIA ABOUT CONTINGENCY* SYNERGY EXPECTATION
--------------------- ------------ ---------------- -------------- --------------- -------------- ---------------
<S> <C> <C> <C> <C> <C> <C>
EBITDA
-----------------------------------------------------------------------------------------------------------------
--Traditional $340 $385 ($14) $5 $376
Media
-----------------------------------------------------------------------------------------------------------------
--New Media ($90) ($78) $19 ($31) $66 ($24)
-----------------------------------------------------------------------------------------------------------------
Total EBITDA $250 $307 $19 ($45) $71 $352
-----------------------------------------------------------------------------------------------------------------
Average Shares 165.1 171.3 48.0 219.3
Outstanding
-----------------------------------------------------------------------------------------------------------------
After-tax cash flow $52 $112 $165
-----------------------------------------------------------------------------------------------------------------
After-tax cash flow $.31 $.65 $.75
per share
-----------------------------------------------------------------------------------------------------------------
</TABLE>
* Based on $80 million revenue contingency.
IN WHICH QUARTER WILL THE EBITDA IMPROVEMENTS COME AFTER THE MERGER?
They will begin immediately but will be loaded toward the third and fourth
quarters after the merger.
WHAT WILL BE THE IMPACT OF THE MERGER ON 2001?
If the closing occurs by the end of the 2001 first quarter, the EBITDA would
most likely be around $330 million. Again, this compares to $350 million of
EBITDA on a first 12 months following closing basis. It is still accretive to
after-tax cash flow.
WHAT ARE YOUR EXPECTATIONS FOR THE SECOND FULL YEAR OF INTEGRATION?
We believe that beyond the first 12 months, EBITDA growth should be sustainable
at levels of 20% per year as the salesforce is working well on the integrated
sell, new products are introduced and the two companies are totally integrated.
WHAT ARE THE UNDERLYING ASSUMPTIONS OF YOUR $80 MILLION REVENUE CONTINGENCY?
Prior to combining companies, About's plan for 2001 is to grow revenues by 80%
to $175 million and Primedia's plan is to double this year's new media revenues
to approximately $90 million. We have valued this transaction on a conservative
and prudent basis. The $80 million revenue contingency falls into three buckets.
First, we are taking a conservative approach to expected revenue growth for the
online advertising
<PAGE>
market in 2001. Second, there will be some revenue reduction from Primedia's new
media operations as a result of less cash spending as we integrate certain
projects with About. Combined, these two factors amount to approximately $52
million in revenue contingency, which translates into a $31 million EBITDA
contingency. Third, there will be some modest training and redeployment "lost
revenue" opportunities we previously referenced in Primedia's core business as
we integrate the Primedia salesforce. This factor results in a $28 million
revenue contingency, which translates into a $14 million EBITDA contingency.
This revenue adjustment does NOT reflect any weakness or adjustment to the core
Primedia traditional media operations.
It was felt that it was prudent to take this revenue contingency so investors
could take a far more conservative approach in evaluating this transaction.
WHAT ARE THE $49 MILLION OF COST CUTTING SYNERGIES?
The $49 million of cost cutting synergies during the first year are derived as
follows:
1. Reduced PRIMEDIA new media development costs $31 million
2. Reduced PRIMEDIA web hosting and ad serving costs $ 3 million
3. Reduced Primedia and About consumer marketing costs $ 8 million
4. Reduced G&A expenses $ 7 million
-----------
Total $49 million
One of the benefits of this transaction is that investors can point to cost
synergies, which are generally viewed as more certain than revenue upsides, as
comprising two-thirds of the initial synergies in the overall deal.
WHEN WILL THE COMBINED NEW MEDIA / INTERNET OPERATIONS BE PROFITABLE?
The new media operations of the combined company are expected to be profitable
in 2002. The transaction allows the combined new media operations to reach
profitability at least one year earlier than the standalone Primedia new media
operations.
WAS PRIMEDIA MAKING PROGRESS IN ITS ONLINE INITIATIVES?
Absolutely. GR8RIDE.com, for automotive enthusiasts, apartmentguide.com for
apartment shoppers and many of our other consumer and B2B sites are becoming
highly trafficked sites that are generating e-commerce and sales leads for
advertisers. Also, we are spending considerably less cash than anticipated on
our new media development.
Our sites will only be strengthened by the addition of About.
WHAT WILL BE THE IMMEDIATE OPPORTUNITIES FOR GENERATING REVENUES FROM THE
COMBINED COMPANIES?
Clearly having the combined advertising sales force of 1,600 selling packages to
our 65,000 advertising customers will be the first opportunity. There are also
huge opportunities to sell magazine subscriptions on line at a fraction of the
cost per subscription of mail solicitation. Recently, in a groundbreaking test
of media convergence, leading publisher Time Inc., soon to be part of AOL/Time
Warner, announced that it has generated in excess of 500,000 new subscriptions
from a cross-promotional test with AOL over a five-month period. During the
test, 95% of the
<PAGE>
subscribers opted for credit card purchase, with 50% of this group selecting to
receive evergreen subscriptions (continuous service). The caveat is that these
are beta test results, and the subscribers are not fully paying customers yet.
That said, given Primedia's focus on niche magazine publishing, even a modest
improvement in subscriber acquisition cost or renewal rates can have a
meaningful impact on our margins.
WILL PRIMEDIA'S MARGINS BE AFFECTED BY THE TRANSACTION?
Yes. Our consolidated EBITDA margins will improve because of the inclusion of
the more profitable About Internet business.
WILL PRIMEDIA BE TELLING THE STORY TO INVESTORS?
Yes. We will be visiting a series of cities over the next several weeks. For
further information, please contact Warren Bimblick, vice president, investor
relations at Primedia (212-745-0615 / [email protected]) or Kelly Lofts,
director, investor relations at About, Inc. (212-204-1587 / [email protected]).
PRIMEDIA INC., WITH 1999 SALES OF $1.7 BILLION, IS A TARGETED MEDIA COMPANY WITH
PRINT, VIDEO, AND INTERNET BUSINESSES FOCUSED ON CONSUMER AND
BUSINESS-TO-BUSINESS AUDIENCES. THE COMPANY PUBLISHES MORE THAN 220 MAGAZINES,
AND OWNS AND OPERATES APPROXIMATELY 300 WEB SITES AND OTHER INTERNET PROPERTIES.
PRIMEDIA'S STOCK SYMBOL: NYSE: PRM.
ABOUT
THE HUMAN INTERNET(TM)
ABOUT IS THE INTERNET'S MOST COMPLETE TARGETED ENVIRONMENT FOR MARKETERS. WITH
MORE THAN 700 TOPIC SITES, EACH OVERSEEN BY A PROFESSIONAL GUIDE, THE ABOUT
NETWORK PROVIDES CUSTOMERS WITH AN EXPERIENCE UNLIKE ANY OTHER ON THE
WEB-INCLUDING THE INTERNET'S BEST LINK DIRECTORIES, ORIGINAL CONTENT, COMMUNITY
FEATURES AND COMMERCE OPPORTUNITIES. MEDIA METRIX (SEPTEMBER 2000) RANKS
ABOUT.COM AS THE 7TH LARGEST WEB PROPERTY. MORE INFORMATION ON THE COMPANY CAN
BE FOUND ON ITS WEB SITE AT www.about.com
THIS NEWS RELEASE CONTAINS CERTAIN FORWARD-LOOKING STATEMENTS CONCERNING
PRIMEDIA'S OPERATIONS, ECONOMIC PERFORMANCE AND FINANCIAL CONDITION. THESE
STATEMENTS ARE BASED UPON A NUMBER OF ASSUMPTIONS AND ESTIMATES, WHICH ARE
INHERENTLY SUBJECT TO UNCERTAINTIES AND CONTINGENCIES, MANY OF WHICH ARE BEYOND
THE CONTROL OF THE COMPANY, AND REFLECT FUTURE BUSINESS DECISIONS, WHICH ARE
SUBJECT TO CHANGE. SOME OF THESE ASSUMPTIONS MAY NOT MATERIALIZE, AND
UNANTICIPATED EVENTS WILL OCCUR WHICH CAN AFFECT THE COMPANY'S RESULTS.
This news release contains forward-looking statements that involve risks and
uncertainties regarding About. Investors are cautioned that such results or
events predicted in these statements may differ materially from actual future
events or results. Factors that could cause actual events or results to differ
from anticipated events or results include the company's limited operating
history, history of losses and anticipation of continued losses, potential
volatility of quarterly operating results, and other risks that are contained in
About's reports and documents filed from time to time with the Securities and
Exchange Commission.
<PAGE>
PRIMEDIA ABOUT
THE PREMIER TARGETED MEDIA
COMPANY
NICHE IS KING
AND
INTEGRATION IS THE FUTURE
[PICTURE OF MAGAZINES] [PICTURE OF GUIDES]
NOVEMBER 2000
<PAGE>
PRIMEDIA
[PICTURE OF MAGAZINES]
AGENDA
-----------------------------------------------------------------------
O Discussion of the Primedia/About Merger
- Tom Rogers, Chairman and CEO of Primedia
- Scott Kurnit, Chairman and CEO of About
- Charles McCurdy, President of Primedia
O Questions and Answers
ABOUT
[PICTURE OF GUIDES]
THE PREMIER TARGETED MEDIA COMPANY
<PAGE>
PRIMEDIA
[PICTURE OF MAGAZINES]
OVERVIEW OF THE MERGER
-----------------------------------------------------------------------
O Transaction: Stock for stock merger with About
being merged with a unit of
PRIMEDIA
O Consideration: Exchange ratio of 2.3409 PRIMEDIA
shares for each About share (implied value
of $35.70 per share, upon announcement)
O Transaction Value: $557 million, net of cash, upon
announcement
O Pro Forma Primedia
Ownership: 78% PRIMEDIA / 22% About
O Tax: Tax-free to About shareholders
O Timing: Expected to close by February 2001 Subject to
shareholder and regulatory approvals
Turns Primedia into 40% EBITDA Growth Company in First 12 Months
and At Least 20% Thereafter
ABOUT
[PICTURE OF GUIDES]
THE PREMIER TARGETED MEDIA COMPANY
<PAGE>
PRIMEDIA
[PICTURE OF MAGAZINES]
There's Something
About Primedia
The Ultimate Synergy between
On-Line and Off-Line
Two Companies that are Mirror Images
ABOUT
[PICTURE OF GUIDES]
THE PREMIER TARGETED MEDIA COMPANY
<PAGE>
PRIMEDIA
[PICTURE OF MAGAZINES]
PRIMEDIA'S KEY HIGHLIGHTS
-----------------------------------------------------------------------
O King of offline niche content
- Over 700 well known powerful consumer and B2B brands
for passionate audiences
- 82% of brands are ranked #1 or #2 in their respective
fields
- Total audience reach of 236 million
O 1,600 person sales force that reaches endemic advertisers
- Over 60,000 advertisers
- Unique infrastructure to leverage targeted content
O Core business with revenues of over $1.6 billion comprised of
consumer and B2B product offerings
ABOUT
[PICTURE OF GUIDES]
[PIE CHART] [PIE CHART]
By Segment (mm) By Product (mm)
Consumer 51 Trade Shows
$250 Teens 17 Video Networks
$504 Enthusiasts and TV Packages
$300 Key Life Events 214 Information Products
B2B 296 Web Sites
$532 250 Magazines
THE PREMIER TARGETED MEDIA COMPANY
<PAGE>
PRIMEDIA
[PICTURE OF MAGAZINES]
PRIMEDIA'S ACCOMPLISHMENTS OF THE PAST 12 MONTHS
-----------------------------------------------------------------------
O Accelerated growth of core business
- Accelerated organic revenue and EBITDA growth
- Major productivity improvements
- Doubling new media revenues and spawning new
businesses from existing PRIMEDIA properties
O Recruited strong management team with substantial multimedia
experience
- New executive management in 3 of 4 business units and
CFO
- Created an integrated management structure combining
responsibility for both traditional and new media
businesses
ABOUT
[PICTURE OF GUIDES]
THE PREMIER TARGETED MEDIA COMPANY
<PAGE>
PRIMEDIA
[PICTURE OF MAGAZINES]
PRIMEDIA'S ACCOMPLISHMENTS OF THE PAST 12 MONTHS
-----------------------------------------------------------------------
O Entered into important strategic alliances and ventures
O Sold non-core assets totaling $565 million
O Reduced debt by over $540 million
O Leverage (debt to EBITDA) currently at 5.0x, PRIMEDIA's best
ratio since IPO
O Reduced workforce from 7,000 to 6,000
O Creation of a robust Internet revenue stream organically
growing out of core businesses
ABOUT
[PICTURE OF GUIDES]
THE PREMIER TARGETED MEDIA COMPANY
<PAGE>
PRIMEDIA
[PICTURE OF MAGAZINES]
PRIMEDIA'S GOAL
-----------------------------------------------------------------------
O Become the pre-eminent targeted media company in the world O
Content delivered via most appropriate media anywhere anytime
- Print
- Internet
- Live Events
- Video
- E-magazines
O Distribution agnostic
O Riding the wave of where technology is taking the consumer
ABOUT
[PICTURE OF GUIDES]
THE PREMIER TARGETED MEDIA COMPANY
<PAGE>
PRIMEDIA
[PICTURE OF MAGAZINES]
WE FOCUS ON ENDEMIC OR LEAD GENERATION ADVERTISERS
-----------------------------------------------------------------------
O Niche content attracts niche advertisers
O Endemic advertisers:
- fishing gear in Fly Fisherman
- bridal gowns in Modern Bride
- apartments in Apartment Guides
O Ads in niche publications as lead generators
- Making the phone ring -- not brand advertising
O Advertising and e-commerce revenues flow from endemic
advertisers
ABOUT
[PICTURE OF GUIDES] [PIE CHART]
PRIMEDIA'S Revenue Mix
Product Sales 37%
Brand Awareness Advertising 14%
Endemic (Lead Generation) Advertising 49%
THE PREMIER TARGETED MEDIA COMPANY
<PAGE>
PRIMEDIA
[PICTURE OF MAGAZINES]
WHAT WE'RE ABOUT
-----------------------------------------------------------------------
O King of online niche - the PRIMEDIA of the Internet
O Product
- 700 comprehensive verticals - Consumer/B2B
- Distributed workforce
o 700 guides/general managers
o 7,000 associate guides
O Distribution
- Free listings
- 65,000 affiliates
- 2.5mm About Web Services customers
- 1,100 Luna partners
O Revenue
- Niche advertising
- Sprinks
ABOUT
[PICTURE OF GUIDES]
THE PREMIER TARGETED MEDIA COMPANY
<PAGE>
PRIMEDIA
[PICTURE OF MAGAZINES]
WHAT WE'RE ABOUT
-----------------------------------------------------------------------
O Growth Engine
Q3 1999 Q3 2000
- Rank #16...............#7
- Pages/day 5mm.............34mm
- Subscriptions 2mm.............14mm
- Revenue $7.9mm........$26.8mm
- Loss $12.7mm..........$3.2mm
ABOUT
[PICTURE OF GUIDES]
THE PREMIER TARGETED MEDIA COMPANY
<PAGE>
PRIMEDIA
[PICTURE OF MAGAZINES]
[snapshot of About.com
web page on Pregnancy/Birth
with Robin Elise Weiss as guide]
ABOUT
[PICTURE OF GUIDES]
THE PREMIER TARGETED MEDIA COMPANY
<PAGE>
PRIMEDIA
[PICTURE OF MAGAZINES]
THE PRIMEDIA/ABOUT MODEL
-----------------------------------------------------------------------
O Efficient content creation
O Efficient distribution
- Viral strength
- Avoids the consumer marketing "noose"
O Endemic advertisers married to niche specific content
O Creating the largest targeted marketing company
- Create content that enthusiasts crave
- Monetize a passionate niche audience to endemic
advertisers both in Consumer and B2B sectors
---------------
REACH AND NICHE
---------------
ABOUT
[PICTURE OF GUIDES]
THE PREMIER TARGETED MEDIA COMPANY
<PAGE>
PRIMEDIA
[PICTURE OF MAGAZINES]
UNIQUE TARGETED MARKETING SOLUTION
-----------------------------------------------------------------------
O Breaking out of the commodity game
O Enhanced integrated marketing package
O The American Baby Package:
- American Baby: Leading parenting magazine
- Line extensions: Healthy Kids, Spanish language
versions
- Baby Faire live consumer events
- American Baby and Healthy Kids TV
- Product sampling
- Baby Press Conference
- plus
- Americanbaby.com
- About.pregnancy and 31 parenting-related sites
- Banners, buttons, text links, Sprinks, direct
marketing
- Web services, brand sites
ABOUT
[PICTURE OF GUIDES]
THE PREMIER TARGETED MEDIA COMPANY
<PAGE>
PRIMEDIA
[PICTURE OF MAGAZINES]
OUR CONSERVATIVE ASSUMPTIONS
-----------------------------------------------------------------------
O Conservative assumptions, accretive in the first 12 months on
ATCF basis
O Taking a contingency against combined company revenues of $80
million:
- About advertising revenue growth (still holding sales
team to $175 MM target)
- Primedia new media revenues
- Primedia traditional media revenues due to salesforce
training
ABOUT
[PICTURE OF GUIDES]
THE PREMIER TARGETED MEDIA COMPANY
<PAGE>
PRIMEDIA
[PICTURE OF MAGAZINES]
SYNERGY COMBINATION BENEFITS
-----------------------------------------------------------------------
Creating a unique advertising sales organization of
1,600 salespeople to increase the sell-through of
About's online inventory, plus
Marketing of PRIMEDIA's magazines to About's user
base, plus
Increase in About's endemic advertising base, plus CONTRIBUTION TO
--> EBITDA IN
Endemic advertising brings e-commerce revenue to FIRST 12 MONTHS:
About's niche sites, plus $23 MILLION
About brings traffic to PRIMEDIA's e-commerce
offerings, plus
About can direct market to PRIMEDIA's 230 million
users
Combination creates greatly enhanced B2B portal play
ABOUT
[PICTURE OF GUIDES]
THE PREMIER TARGETED MEDIA COMPANY
<PAGE>
PRIMEDIA
[PICTURE OF MAGAZINES]
COMBINATION COST SAVINGS
-----------------------------------------------------------------------
O Reduce spending components:
- PRM new media development costs $31 million
- PRM web hosting and ad serving costs 3 million
- PRM and About marketing costs 8 million
- G&A 7 million
-----------
$49 million
-----------
ABOUT
[PICTURE OF GUIDES]
THE PREMIER TARGETED MEDIA COMPANY
<PAGE>
PRIMEDIA
[PICTURE OF MAGAZINES]
FIRST 12 MONTH FINANCIAL IMPACT
-----------------------------------------------------------------------
<TABLE>
<CAPTION>
PRIMEDIA FIRST 12 MONTH PRELIMINARY ESTIMATE
$ MILLIONS 2000 PLAN ----------------------------------- TOTAL COMBINED
EXCEPT PER SHARE ESTIMATE PRIMEDIA ABOUT CONTINGENCY* SYNERGY EXPECTATION
----------------- --------- -------- ----- ------------ ------- -----------
<S> <C> <C> <C> <C> <C> <C>
EBITDA:
--TRADITIONAL MEDIA $340 $385 ($14) $5 $376
--NEW MEDIA ($90) ($78) $19 ($31) $66 ($24)
TOTAL EBITDA $250 $307 $19 ($45) $71 $352
SHARES OUTSTANDING 165.1 171.3 48.0 219.3
AFTER-TAX CASH FLOW $52 $112 $165
AFTER CASH FLOW
PER SHARE $.31 $.65 $.75
</TABLE>
*BASED ON $80 MILLION REVENUE CONTINGENCY
--------------------------------------------------
40% EBITDA GROWTH IN FIRST 12 MONTHS AFTER CLOSING
AND AT LEAST 20% THEREAFTER
--------------------------------------------------
THE PREMIER TARGETED MEDIA COMPANY
ABOUT
[PICTURE OF GUIDES]
THE PREMIER TARGETED MEDIA COMPANY
<PAGE>
PRIMEDIA
[PICTURE OF MAGAZINES]
ACCRETIVE TRANSACTION
-----------------------------------------------------------------------
O Incremental EBITDA
- $307 million increasing to $352 million = $45 million
in first twelve months
- Purchase price net of cash = $557 million
- 12.4X multiple
---------------------
ACCRETIVE TO PRIMEDIA
---------------------
ABOUT
[PICTURE OF GUIDES]
THE PREMIER TARGETED MEDIA COMPANY
<PAGE>
PRIMEDIA
[PICTURE OF MAGAZINES]
SUMMARY
-----------------------------------------------------------------------
O A one of a kind online/offline truly integrated niche targeted
media company
O Joining of King of online niche with King of offline niche
- The AOL Time Warner of the niche world
O Largest source of content for passionate audiences
O Unique portal of industry-specific B2B Internet sites
O "One-stop" marketing solution for advertisers
O Ability to distribute content across any medium anywhere,
anytime with viral cost efficiencies
O Financial model based on integration, endemic advertisers
O Financially accretive near term and long term
O Super-charged for growth
ABOUT
[PICTURE OF GUIDES]
THE PREMIER TARGETED MEDIA COMPANY
<PAGE>
PRIMEDIA
[PICTURE OF MAGAZINES]
SAFE HARBOR
-----------------------------------------------------------------------
This presentation includes forward-looking information and statements
that are subject to risks and uncertainties that could cause actual
results to differ materially.
Statements regarding the expected date of completion of the transaction
are subject to the risk that the closing conditions will not be
satisfied, including the risk that regulatory approvals will not be
obtained or that the stockholders of PRIMEDIA and About will not
approve the merger.
Statements regarding the expected benefits of the transaction and the
company's expected revenues, expenses, EBITDA and EBITDA margins,
synergies and other performance objectives are subjects without
limitation, to the following risks: that expected synergies will not be
achieved; that the businesses will not be integrated successfully; that
merger costs will be greater than expected; that the combined entity
will be unable to identify, develop and/or achieve success for new
products, services and technologies; increased competition and its
effect on the company's pricing and need for marketing; the inability
to establish or renew relationships with commerce, advertising,
marketing, technology, and content providers, and to the general risks
associated with the companies' businesses. For risks about PRIMEDIA's
business see its Form 10-K for the year-ended December 31, 1999 and
subsequent Forms 10-Q and Forms 8-K, and for risks about About's
business, see its Form 10-K for the year-ended December 31, 1999 and
subsequent Forms 10-Q and Forms 8-K.
Investors and security holders are urged to read the joint proxy
statement/prospectus regarding the merger when it becomes available
because it will contain important information. The joint proxy
statement/prospectus will be filed with the Securities and Exchange
Commission by PRIMEDIA and About. Investors and security holders may
obtain a free copy of the joint proxy statement/prospectus (when it is
available) and other documents filed by PRIMEDIA and About 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 each of the parties.
ABOUT
[PICTURE OF GUIDES]
THE PREMIER TARGETED MEDIA COMPANY
<PAGE>
PRIMEDIA ABOUT
THE PREMIER TARGETED MEDIA
COMPANY
NICHE IS KING
AND
INTEGRATION IS THE FUTURE
[PICTURE OF MAGAZINES] [PICTURE OF GUIDES]
NOVEMBER 2000
