FindWhat, Espotting Extend Merger Date

  |  December 24, 2003   |  Comments

Paid listing players try to keep their on-again, off-again marriage plans on again.

The on-again, off-again merger between two paid search players, New York-based FindWhat and Europe's Espotting is, well, on again.

"We continue to make progress with respect to reaching a final decision with Espotting on our proposed merger," said FindWhat CEO Craig Pisaris-Henderson in a brief statement, which called the one-month extension to the deadline a final decision.

The deadline extension -- to January 31, 2004 -- comes after FindWhat pulled out of a $163 million cash-and-stock deal, citing problems with Espotting's finances.

The proposed merger between the paid listings rivals would create a company with 40,000 advertisers and operations in the United States and 10 European countries.

FindWhat's news in September that its post-merger examination of Espotting's books turned up some surprises regarding Espotting's purported profitability and projected financials appeared to have killed the deal.

At the time, FindWhat insisted it might walk away altogether if it couldn't get a better price. "As a result of its examination, FindWhat.com is retracting all previous statements it has made regarding Espotting's historical and projected financial performance, specifically comments made related to Espotting's profitability and the companies' post-closing pro forma financial expectations," the company explained.

But with a renegotiation deadline just days away, the two sides appear to be getting closer to fleshing out the outstanding issues. "While the delay in the process has been longer than we would have liked, both sides believe it is critical to take the necessary time to protect the interests of our respective shareholders and to come to the right conclusion," FindWhat's Pisaris-Henderson added.

The latest extension means both sides have another month to reach agreement on the state of Espotting's financials. FindWhat made it clear a price tag reduction is necessary in order to consummate the deal.

FindWhat continues to believe that, at a minimum, any new agreement between the parties will include a reduction of the purchase consideration, along with other material changes to the existing Merger Agreement," the company said.

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