@HOME NETWORK AND EXCITE TO MERGE


Mike Gentile ([email protected])
Tue, 19 Jan 1999 04:31:20 PST


@HOME NETWORK AND EXCITE TO MERGE
1/19/99 6:46

           'Excite @Home' Defines Media Network of the Next Century
       Combination Will Accelerate and Lower Cost of Broadband Adoption

    NEW YORK, Jan. 19 /PRNewswire/ -- @Home Network and Excite, Inc.
today
announced that the companies have signed a definitive merger agreement
for an
all-stock transaction valued at approximately $6.7 billion at the time
of the
announcement. The combined organizations aim to accelerate broadband
deployment and adoption by combining @Home's broadband technology
platform,
robust Internet backbone, and cable distribution agreements representing
nearly 60 million homes worldwide, with Excite's award-winning Web
portal and
extensive narrowband reach. Excite and @Home will deliver to consumers
the
most personalized, open Internet services at any speed, any time, and on
any
device they choose.
    @Home Network remains committed to full and open access to the
entire Web.
All Excite and @Home offerings are built on a commitment to personalized
media
services and open access to all the information, community and
entertainment
of the Web. Every "Excite @Home" user's rich, personalized experience
will
include simple "point and click" access to any and all content and
services on
the Web.
    Under the agreement, @Home Network will issue 1.041902 shares of At
Home
Corporation Series A common stock for each share of Excite, Inc. stock.
The
purchase transaction, which is expected to close in approximately three
months, has been approved by both companies' Boards of Directors and is
subject to approval by @Home and Excite's stockholders. The acquisition
also
is subject to certain customary conditions, including obtaining
necessary
regulatory approvals. The agreement also provides @Home Network an
option to
acquire a 19.9% interest in Excite which becomes exercisable under
certain
customary circumstances. With almost no duplication of function, the
resulting company expects to add significantly to its employee base to
exploit
new opportunities. At closing, George Bell, CEO of Excite, Inc., will
continue in that role as Excite becomes a subsidiary of @Home, reporting
to
Tom Jermoluk, chairman and CEO of @Home Network. In addition, Bell will
join
the @Home Network Board of Directors.

    A New Communications Company
    The success and popularity of Web portals underscores the value of
Internet content, communication and community. However, the biggest
barrier
to mainstream consumer adoption of the Internet has been the lack of
speed and
"always-on" capability. The companies aim to accelerate broadband
adoption by
exposing the millions of Excite narrowband users to the benefits of a
media
experience enhanced by the broadband platform.
    "We are merging with Excite not only for what they have achieved,
but what
we become together -- the new media network for the 21st century," said
Tom Jermoluk, Chairman and CEO, @Home Network. "The ubiquitous reach of
dial-
up access combined with the fast expanding footprint of broadband gives
consumers the ability to seamlessly migrate between services at
different
speeds and devices with a consistent interface. Excite and @Home will
give
consumers access to the information they want, when they want it,
whether they
are using a PC, TV, or any other communications device."
    "This merger brings together the leading broadband technology
company with
a leader in Internet personalization and media," said George Bell, CEO
of
Excite, Inc. "In addition, this combination brings to advertisers the
most
powerful interactive marketing solutions available -- the ability to
target,
measure, and report their advertising in a single, unified venue across
narrowband, broadband, and ultimately all devices."

    All Band, All Device, All the Time
    Through the Excite portal, Excite and @Home will deliver a
consistent
personalized interface across narrowband and broadband services and
ultimately
multiple display devices. The new company will give consumers choice
over how
they access information over various communications devices such as a
pager,
PC, or TV, and how they organize and personalize content. With Excite
and
@Home, consumers can submit their personal information and preferences
only
once and they'll be able to reap the benefits of personalized services
across
multiple devices and platforms anytime and anywhere.
    "On its own and when integrated with the broad range of AT&T
communications services, the @Home and Excite combination will provide
the
consumer with a compelling interactive experience full of additional
choice
and opportunities," said C. Michael Armstrong, chairman and CEO of AT&T,
which
will become a major stockholder of @Home Network following AT&T's
pending
acquisition of Tele-Communications, Inc. (TCI). "This marks a new era
of open
choice and capability for consumers. You can count on AT&T WorldNet
service,
which already has a business relationship with Excite, to champion this
new,
'allband' portal, while combining it with AT&T's IP and traditional
communications services."

    Advertising Across All Platforms
    Through Excite's MatchLogic division, Excite and @Home will, for the
first
time, offer advertisers a unified way to target, measure, and report
advertising on all devices on which the Excite and @Home combination is
offered. The new company will combine MatchLogic's unique marketing
skills
with the rich media technologies of @Home's recently acquired Enliven
Business
Unit (formerly Narrative Communications).
    With MatchLogic's direct marketing strengths, Excite and @Home plan
to
build one of the largest predictive consumer databases, combining
Excite's
20 million registered users with @Home's service footprint of nearly
60 million homes worldwide. MatchLogic will continue to build this
database
and offer its unique one-to-one marketing services to advertisers on
narrowband, broadband and multiple devices.

    About Excite, Inc. (www.excite.com)
    Excite, Inc. is a global Internet media company that attracts over
17 million unique consumers monthly to its flagship portal services,
excite.com and webcrawler.com, and specializes in the delivery of highly
targeted marketing solutions through its subsidiary MatchLogic, Inc.
One of
the best known brands on the Internet, the Excite brand is now
recognized by
more than 50 million Americans. Excite offers services in ten countries
and
personalization in four; the company has joint ventures with Itochu for
Excite
Japan, Liberty One for Excite Asia-Pacific, Telecom Italia for Excite
Italy
and a joint venture with British Telecom for Excite UK. Excite, Inc.
(Nasdaq: XCIT), founded in 1994, is based in Redwood City, California.

    @Home Network
    Based in Redwood City, California, @Home Network (Nasdaq: ATHM)
distributes high-speed, openly accessible Internet and Web services to
residences and businesses using its own network architecture and a
variety of
transport options including the cable industry's hybrid-fiber coaxial
infrastructure. The cable connection provides users significant
increases in
speed over conventional Internet services. Leveraging the "always on"
attributes of cable, @Home allows for unique multimedia applications
that go
beyond current Web experiences. Individuals seeking additional
information
about availability and subscription can refer to the @Home Network Web
site
(www.home.net). Since its founding in 1995, @Home Network has reached
affiliate agreements with eighteen leading cable companies-worldwide,
including Bresnan Communications Company, Cablevision Systems Corp.,
CasTel,
Century Communications, Charter Communications, Cogeco Cable Inc.,
Comcast Corporation, Cox Communications, Garden State Cable,
Insight Communications, InterMedia Partners, Jones Intercable,
Lenfest Communications, Midcontinent Cable Co., Palet Kabelcom,
Rogers Cablesystems Limited, Shaw Communications, and
Tele-Communications Inc.
(Early in 1999, TCI's cable operations are expected to merge into AT&T
and
thereafter be known as "AT&T Broadband Services").

    The @ logo, @Home, and @Home Network are trademarks of At Home
Corporation
and may be registered in certain jurisdictions. All other brands and
product
names are trademarks of their respective owners.

    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
significant risks and uncertainties, including and without limitation:
risks
related to the consummation of the merger of @Home and Excite; risks
involved
in assimilating Excite; risks involved in retaining and motivating key
Excite
personnel, who are not subject to noncompetition agreements; risks to
@Home of
the increased negative cash flow and increased operating expenses
arising out
of, among other items, the proposed Excite merger; risks inherent in
Excite's
business; risks related to the achievement of new revenue to @Home from
the
Excite operations, including the extremely limited operating history of
Excite
on which to base any revenue projection, the likely fluctuations in
operating
results of Excite due to factors beyond Excite's or @Home's control and
the
acceptance by Excite's advertising customers of the merger; and Excite
continuing to serve its existing customer base of advertisers and
agencies in
delivering innovative campaigns across a wide range of publishing sites,
platforms, and connection speeds. Actual results may differ materially
due to
a number of factors, including: @Home's ability to integrate Excite's
personnel into @Home's organization; the extent to which @Home develops
or
acquires other technologies or services that are similar to Excite's
technologies or services, and the technological, operational and
financial
challenges associated with the deployment of Excite's technologies and
services; risks related to Excite's ongoing success, as detailed in
Excite's
most recent reports on Forms 10-K and 10-Q (as amended), on file with
the
Securities and Exchange Commission; and risks related to @Home's ongoing
success, as detailed in @Home's filings with the Securities and Exchange
Commission. In particular, see the risk factors described in @Home's
Form S-3
Registration Statement filed on August 12, 1998 and in its Form 10-Q for
the
quarter ended September 30, 1998. Neither Excite nor @Home assume any
obligation to update the forward-looking information contained in this
press
release.

SOURCE @Home Network
    -0- 01/19/99
    /NOTE TO EDITORS: NEWS CONFERENCE -- @Home Network and Excite, Inc.
will
hold a news conference at 10:00 am ET today at New York Marriott East
Side at
49th and Lexington in New York City. @Home Network Chairman and CEO Tom
Jermoluk and Excite CEO George Bell will co-host the news conference.
Reporters who cannot attend can participate by calling, prior to 10:00
am ET,
1-800-314-7867 for a live news briefing via phone. Reporters can call
in, ask
for the @Home conference call, listen to a summary of the @Home/Excite
announcement and participate in a question and answer session. A replay
of
the news conference will be available for 48 hours starting at 2:00 pm
EST
today at 888-203-1112. The conference ID number is 610146.
    Webcast Briefing -- There will be a Webcast available at 10:00 am
EST on
Excite.com and Home.net.
    SATELLITE COORDINATES -- A satellite feed of the news conference is
available at the following coordinates: Ku band satellite TELSTAR 5,
transponder 19. Downlink frequency, 12053 Vertical./
    /CONTACT: Media: East Coast: Matt Wolfrom of @Home Network,
650-906-8924,
or pager, 800-794-0079, or Melissa Walia of Excite, 650-796-5596, or
pager,
888-350-6331; or West Coast: Lynda Lucero of @Home Network,
650-569-5193;
Investors: East Coast: Chris Plunkett and John Buckley, both of Brainerd
Communicators, 212-986-6667, for @Home Network; or West Coast: Denise
Gilbert
of Excite, 650-569-2821; or Ken Goldman, Sr. VP & CFO of @Home Network,
650-569-6060/
    /Web site: http://www.home.net
                http://www.excite.com/
    (ATHM XCIT)

CO: @Home Network; Excite, Inc.
ST: New York, California
IN: CPR MLM
SU: TNM

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