DoubleClick To Acquire Abacus in $1 Billion Deal

In a move to create an online marketing and advertising powerhouse, Internet advertiser DoubleClick, Inc. (Nasdaq: DCLK) has agreed to acquire market research firm Abacus Direct Corp. (Nasdaq: ABDR) in a $1 billion ($US) stock swap.

The companies said Monday that the deal , subject to approval from regulators and stockholders, would provide more efficient, targeted and measurable marketing and advertising through the Internet and other media. The deal, the companies said, "will create the worldwide leader in online advertising and database marketing."

DoubleClick, a provider of comprehensive global Internet advertising solutions for marketers and Web publishers, said it would issue 1.05 shares of its common stock for each share of Abacus common stock. The deal would be accounted for as a pooling of interests.

Based on Friday's closing prices, the exchange ratio represents a per share price of $93.25, a 25.1 percent premium to Abacus shareholders.

The transaction, which will be accounted for as a pooling of interests, is expected to be completed in the late third quarter of 1999, the companies said.

Targeting the Message

"As traditional media fragments, and the online advertising market continues to grow, marketers are increasingly turning to DoubleClick for effective and cost-efficient ways to promote their brands and sell products," said Kevin O'Connor, DoubleClick chairman and CEO. "Most importantly, this combination further enhances our ability to deliver the right advertising message, to the right consumer, at the right time.''

O'Connor will serve as chairman and CEO of the combined company, to be named DoubleClick, Inc., with headquarters in New York. Tony White, chairman and CEO of Abacus, will join DoubleClick's Board and oversee expansion of Abacus' product lines onto the Internet.

Abacus provides information to the direct-marketing industry and manages the largest proprietary database of consumer buying behavior.

White said the deal would create a potent combination. "DoubleClick's online ad-serving technologies and media expertise, combined with Abacus' database marketing and customer targeting expertise, will enable consumers to receive the most relevant and effective messages at the right time,'' he said.

About the Companies

DoubleClick centralizes planning, execution, control, tracking and reporting for online media campaigns. The company, with U.S. headquarters in New York and international headquarters in Dublin, also has offices in Atlanta, Boston, Chicago, Detroit, Dallas, Los Angeles, San Francisco, San Mateo, Seattle, Amsterdam, Barcelona, Copenhagen, Dusseldorf, Hamburg, Helsinki, London, Madrid, Milan, Montreal, Munich, Oslo, Paris, Stockholm, Sydney, Tokyo and Toronto.

Abacus manages the Abacus Alliance, the nations' largest proprietary database of consumer catalog buying behavior used for target marketing. The database contains records from 1,100 merchandise catalogs, with more than 2 billion consumer catalog transactions representing virtually all U.S. consumer catalog buying households. Abacus is headquartered in Broomfield, Colo., and has offices in Teddington, England, New York City, Atlanta, San Francisco, Chicago, and Hawthorne, New York.