<PAGE> 1
Filed pursuant to Rule 425
Filer: Transmedia Asia Pacific, Inc.
Subject Companies: Transmedia Asia Pacific, Inc. and
Transmedia Europe, Inc.
Exchange Act File Nos: Transmedia Asia Pacific, Inc. (0-26368)
and Transmedia Europe, Inc. (0-24404)
TRANSMEDIA ASIA PACIFIC, INC. AND TRANSMEDIA EUROPE, INC. ANNOUNCE
FILING OF PRELIMINARY JOINT PROXY STATEMENT / PROSPECTUS WITH THE
SECURITIES AND EXCHANGE COMMISSION
New York, London and San Francisco, September 20, 2000. Transmedia Asia Pacific,
Inc. (Nasdaq symbol: MBTA) and Transmedia Europe, Inc. (collectively the
Companies) today announced that they are continuing to work toward completion of
their previously announced merger. The Companies signed a definitive merger
agreement on December 28, 1999.
Under the terms of the merger agreement, Transmedia Asia Pacific will issue one
share of its common stock for each of Transmedia Europe's shares of common stock
outstanding.
The merger is subject to a number of conditions, including the approval by
stockholders of Transmedia Asia Pacific and Transmedia Europe. The Companies
have, today, filed a preliminary joint proxy statement/prospectus with the
Securities and Exchange Commission and expect to hold stockholders meetings
seeking approval of the merger as soon as practicable following the completion
of the Securities and Exchange Commission staff's review of the joint proxy
statement/prospectus.
Transmedia Asia Pacific and Transmedia Europe deliver an extensive range of
customized on-line and off-line membership based products and services around
the world. These products and services include Internet based shopping, travel,
leisure, recreation and dining, data and voice communication, healthcare and
helpline services including legal, tax and accounting. Additionally, through
their jointly owned DBS Direct subsidiary, the Companies are the preferred
provider of direct marketing of DirecTV in the United States.
Forward-looking statements in this release are made pursuant to the "safe
harbor" provisions of the Private Securities Litigation Reform Act of 1995.
Investors are cautioned that such forward-looking statements involve risks and
uncertainties, including without limitation the approvals referred to above,
continued acceptance of the Companies' existing and new products, technological
changes, the Companies' dependence upon third party suppliers, intellectual
property rights and other risks
<PAGE> 2
detailed from time to time in the Companies' periodic reports filed with the
Securities and Exchange Commission.
This release does not constitute an offering of any securities for sale.
SOURCE Transmedia Asia Pacific, Inc; Transmedia Europe, Inc.
