[LOGO]
June 16, 1998
To the Stockholders of
PLENUM PUBLISHING CORPORATION:
We are pleased to inform you that on June 10, 1998, Plenum Publishing
Corporation ("Plenum" or the "Company") entered into an Agreement and Plan of
Merger (the "Merger Agreement") with Kluwer Boston, Inc. ("Parent") and PPC
Acquisition Corp. ("Purchaser"), a direct wholly owned subsidiary of Parent,
pursuant to which Purchaser has today commenced a tender offer (the "Offer") to
purchase all of the outstanding shares of Common Stock, $.10 par value per share
(the "Shares"), of the Company for $73.50 per Share in cash. Under the terms of
the Merger Agreement, following the successful completion of the Offer,
Purchaser will be merged (the "Merger") with and into the Company and all Shares
not purchased in the Offer (other than Shares held by Parent, or Purchaser) will
be converted into the right to receive $73.50 per Share in cash.
Your Board of Directors has unanimously approved the Merger Agreement, the
Offer and the Merger and has determined that the Offer and the Merger are fair
to and in the best interest of Plenum's stockholders. The Board unanimously
recommends that the Company's stockholders accept the Offer and tender their
Shares in the Offer.
In arriving at its recommendation, the Board of Directors gave careful
consideration to a number of factors described in the attached Schedule 14D-9
that is being filed today with the Securities and Exchange Commission (the
"Commission"), including, among other things, the opinion of Xxxxxxx Xxxxx
Xxxxxx, the Company's financial advisor, that the consideration to be received
by the holders of Shares in the Offer is fair, from a financial point of view,
to the stockholders of Plenum. Certain exhibits to such schedule have been filed
with the Commission, where they are available, and are not being forwarded
herewith.
In addition to the attached Schedule 14D-9 relating to the Offer, also
enclosed is the Offer to Purchase, dated June 16, 1998, of Purchaser, together
with related materials, including a Letter of Transmittal to be used for
tendering your Shares. These documents set forth the terms and conditions of the
Offer and the Merger and provide instructions as to how to tender your Shares.
We urge you to read the enclosed materials carefully.
Sincerely,
/s/ Xxxxxx X. Xxxx
Xxxxxx X. Xxxx
President and Chairman of the Board
