Exhibit 99.B
AMENDMENT NO. 1 TO AGREEMENT AND PLAN OF MERGER
Amendment No. 1 to Agreement and Plan of Merger, dated as of January 10, 2000
(this "AMENDMENT"), to the Agreement and Plan of Merger, dated as of November
14, 1999 (the "MERGER AGREEMENT"), among Data Broadcasting Corporation, a
Delaware corporation, Xxxxxxx Longman, Inc. a Delaware corporation and the sole
shareholder of Lynx, Detective Merger-Sub, Inc., a Delaware corporation and a
wholly-owned subsidiary of Detective, and Interactive Data Corporation, a
Delaware corporation.
WHEREAS, the parties desire to amend the Merger Agreement and Exhibit B thereto
in certain respects.
NOW, THEREFORE, the parties hereto hereby agree as follows:
SECTION 1. AMENDMENTS TO MERGER AGREEMENT.
(a) The number "56,453,800" appearing in the first WHEREAS clause of
the Merger Agreement is hereby deleted and replaced with "56,423,949".
(b) The number "56,453,800" appearing in the third WHEREAS clause of
Exhibit "B" to the Merger Agreement is hereby deleted and replaced with
"56,423,949".
SECTION 2. MISCELLANEOUS. Except as and to the extent expressly modified by this
Amendment, the Merger Agreement (including all exhibits thereto) shall remain in
full force and effect in all respects. This Amendment shall be governed by, and
construed in accordance with, the laws of the State of Delaware. This Amendment
may be executed in one or more counterparts, and by the different parties hereto
in separate counterparts, each of which when executed shall be deemed to be an
original but all of which taken together shall constitute one and the same
agreement. Delivery of an executed counterpart of a signature page to this
Amendment by telecopier shall be effective as delivery of a manually executed
counterpart of this Amendment.
IN WITNESS WHEREOF, the parties hereto have caused this Amendment to be executed
as of the date first written above by their respective officers thereunto duly
authorized.
INTERACTIVE DATA CORPORATION
By: /s/ XXXXXX X. XXXXXXX
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Name: Xxxxxx X. Xxxxxxx
Title: Authorized Person
XXXXXXX LONGMAN, INC.
By: /s/ XXXXXX X. XXXXXXX
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Name: Xxxxxx X. Xxxxxxx
Title: Authorized Person
DATA BROADCASTING CORPORATION
By: /s/ XXXX X. XXXXXXXXX
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Name: Xxxx X. Xxxxxxxxx
Title: President
and
DETECTIVE MERGER-SUB, INC.
By: /s/ XXXX X. XXXXXXXXX
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Name: Xxxx X. Xxxxxxxxx
Title: President