PRESS RELEASE
---------------------------------------------------------------
American List Corporation
000 Xxx Xxxxxxx Xxxx, Xxxxxxx XX 00000
For Immediate Release FINAL COPY
Date: March 19, 1997
Contact: Xxxxxx Xxxxxx, Vice President
Phone: (000) 000-0000
Fax: (000) 000-0000
AMERICAN LIST CORP. ANNOUNCES AGREEMENT TO BE
ACQUIRED AND COMMENTS ON YEAR-END RESULTS
Mineola, New York-March 19, 1997. American List Corp. (AMEX:AMZ) announced today
that it has signed a definitive agreement to merge with Xxxxxx Communications,
Inc. (NYSE:SNC) in an exchange of stock. Under the terms of the agreement,
Xxxxxx will issue one share of common stock in exchange for each of the
approximately 4.5 million American List shares outstanding if the average
trading price of Xxxxxx stock prior to closing of the transaction is at least
$32, with the exchange ratio increasing if the trading price is less than $32.
The transaction, which is subject to shareholder and regulatory approval, and
the satisfaction of other customary closing conditions, is expected to be
completed by the second quarter of 1997. The Company expects to continue to pay
its regularly scheduled dividends until such time as the merger is effective.
The Company has also discontinued the previously announced common stock buyback
program.
Xxxxxx Communications, Inc., based in Bethesda Maryland, is a leading provider
of outsourced targeted marketing solutions primarily for Fortune 500 companies.
The Company designs and implements marketing programs utilizing a range of
complimentary resources, including field sales, medical detailing, teleservices,
WallBoard(R) information displays and product sampling.
Xxxxxx Xxxxxx, President of American List, said, "We are very excited about this
merger and view the many synergistic opportunities as a new milestone for our
organization to move towards new heights in the years ahead. Xxxxxx'x approach
to providing integrated marketing solutions offers the ideal platform for
expanding the size and scope of both our businesses. We look forward to
capitalizing on the opportunity that this union creates."
The Company also announced that it expects its earnings for the
fourth quarter and year ended February 28, 1997 to be below its results for the
same periods of the previous fiscal year. For the fourth quarter ended February
28, 1996, the Company reported revenues of $5.7 million and net income of $0.55
per share. For the fiscal year ended February 28, 1996, the Company reported
revenues of $18.9 million and net income of $7.6 million or $1.68 per share.
American List Corp. develops, maintains and markets one of the largest and most
comprehensive databases of high school, college, and preschool through junior
high school students in the United States. The Company maintains information on
approximately 30 million individuals and rents these lists to thousands of
organizations interested in offering their services by direct marketing.
