INTERPUBLIC TO ACQUIRE NFO WORLDWIDE
ADDING WORLD'S THIRD LARGEST CUSTOM MARKETING RESEARCH FIRM EXPANDS IPG'S
RESOURCES IN BOTH INFORMATION AND INTERNET AREAS
NEW YORK, NY and GREENWICH, CT, Dec. 20, 1999-The Interpublic Group of
Companies, Inc. (NYSE: IPG) has reached a definitive agreement to acquire
Greenwich, Conn.-based NFO Worldwide, Inc., (NYSE: NFO), a leading provider of
research based marketing information and counsel to the worldwide business
community, in a stock for stock transaction valued at $26 per NFO share.
The acquisition, a strategic fit between two truly global leaders in their
respective fields, will add one of the top three worldwide custom marketing
research organizations and the single largest provider of Internet-based
marketing research to Interpublic's diverse group of advertising and
communications-services companies.
"This acquisition of NFO further advances our corporate strategy of providing an
array of the world's best and most thoroughly global companies in the marketing
communications and marketing information arenas," said Philip H. Geier, Jr.,
Interpublic Chairman and Chief Executive officer. "Both our and NFO's management
agree that the complementary services we offer will strategically benefit both
sets of clients as we move forward together as one company. This linkage will be
helped by the fact that NFO has already proven itself to be an overall industry
pioneer and leader in understanding and delivering on how technology is changing
the way marketing information is gathered, distributed, and used."
"Interpublic is the right strategic partner for us as we seek to grow all of our
businesses at an accelerated rate," said William E. Lipner, Chairman, President
and Chief Executive Officer of NFO Worldwide. "Today there is a convergence of
all marketing services, and the ability to provide high quality market research
as part of this total solution, will define tomorrow's competitive landscape.
Interpublic shares with NFO the same global view of the marketing industry, the
same dedication to working with quality clients, and the same commitment to
technology and service innovation. We feel this combination creates new growth
opportunities for our clients and employees. Our entire management team and I
look forward to going to market in a more powerful way and shaping the future,
together, with the Interpublic team."
The coming together of NFO Worldwide with Interpublic will allow both companies
to substantially increase the scope of services to their respective client
bases. Both companies believe that clients increasingly want expert market
evaluation to become a more fully integrated part of their overall advertising
and promotional campaigns. NFO's market research tools include expertise in
brand tracking, stakeholder management, and predictive modeling to help optimize
client marketing budgets.
Founded in 1946 in the United States, NFO is the largest custom market research
firm in North America and the third largest in the world. The company is the
leading provider of research-based marketing information and counsel to the
worldwide business community. The company employees approximately 4,000 full
time employees operating in 35 countries. NFO delivers custom and syndicated
marketing information and counsel to over 3,000 clients in key market sectors
such as packaged goods and foods, healthcare, financial services, high
tech/telecommunications, travel and leisure, automotive and business to
business.
Over the past five years, NFO has built an outstanding, world class organization
comprised of companies with strong vertical market and product expertise capable
of delivering results oriented insights on a worldwide basis. NFO is, for
example, the pioneer and world leader in consumer access panels, which currently
consists of 600,000 households in the U.S. and Canada and over 100,000
households in Europe.
NFO Worldwide, Inc., together with its subsidiary and affiliate companies, with
annualized revenue in excess of $425 million, is also the world's largest
provider of internet based custom marketing research. The company markets
several proprietary internet products for concept screening and testing, market
segmentation, promotion evaluation and customer satisfaction. In November of
this year, NFO launched InsightExpress, a new internet company formed to provide
a fully-automated, web-enabled survey research system. This breakthrough
innovation is expected to further expand the market, as its affordable price
point and fast response time will make real time consumer input available to the
desktop of millions of decision makers of all sizes.
Under the terms of the agreement, NFO shareholders will receive $26.00 worth of
Interpublic stock for each share of NFO stock, based on the market price of
Interpublic stock at the time the transaction is closed subject to a collar
which, if exceeded, provides certain rights to each of the parties. The
transaction is subject to customary conditions, including the receipt of
approval from NFO's stockholders and applicable regulatory approval. NFO is
obligated to pay Interpublic a fee of $25 million if the agreement is terminated
under certain circumstances. Interpublic has been granted an option to purchase
approximately 4.5 million NFO shares for $26.00 per share exercisable in certain
circumstances in lieu of the transaction fee. The deal is anticipated to close
at about the end of the first quarter of 2000.
The Interpublic Group of Companies is one of the world's largest organizations
of advertising agencies and communications-services companies, with more than
35,000 employees and offices in 127 countries. Its principal operating companies
include McCann-Erickson WorldGroup, Lowe Lintas & Partners Worldwide,
DraftWorldwide, Western Initiative Media Worldwide, International Public
Relations, Zentropy Partners, Octagon, the Allied Communications Group, and
other related companies.
Both companies' shares are traded on the New York Stock Exchange (ticker symbols
IPG and NFO). More information about them is available on the companies'
respective websites at www.interpublic.com and www.nfow.com. Statements in the
press release relating to matters that are not historical facts are forward
looking statements. Such forward-looking statements are based on the Company's
current forecasts and actual results may differ materially. To understand the
risks, which may affect the Company's future performance, please refer to Part 1
of Interpublic's 1998 Annual Report on Form 10-K dated March 25, 1999.
CONTACTS:
Philip H. Geier, Jr. William E. Lipner
Chairman & CEO Chairman, CEO & President
Interpublic NFO Worldwide, Inc.
(212) 399-8028 (203) 618-8500
Sean Orr Patrick G. Healy
Chief Financial Officer Chief Financial Officer
Interpublic NFO Worldwide, Inc.
(212) 399-8093 (203) 618-8502