IVILLAGE COMPLETES WOMEN.COM PURCHASE

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(June 19, 2001) -- Online women's network iVillage, New York, has completed its acquisition of Women.com Networks. The deal received stockholder approval at special meetings of stockholders from both companies June 15.

Under the terms of the agreement, iVillage acquired all outstanding shares of Women.com. IVillage issued 0.322 shares of iVillage common stock to Women.com stockholders for each share of Women.com common stock, as well as a "nominal amount of cash." IVillage expects to issue about 15.2 million shares of common stock in the transaction.

In addition, Hearst Communications, a unit of The Hearst Corp., and other former Women.com stockholders have purchased 9.324 million shares of iVillage Common Stock and warrants to purchase 2.1 million shares for an aggregate purchase price of $20 million. Hearst Communications invested approximately $19.7 million of the total $20 million invested. Hearst Communications has also committed to purchase from iVillage production and advertising services in a range of approximately $15 million to $21 million over a three-year period.

Three representatives from Hearst Communications, who were prior members of the board of Women.com, have been appointed to the iVillage board of directors: James M. Asher, Cathleen P. Black and Al Sikes. -- Adrienne Mand

Copyright June 2001, Crain Communications Inc.

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