February 16, 2001 Dear Stockholder: As you may know, Uproar Inc. (the "Company") has entered into an Agreement and Plan of Merger (the "Merger Agreement") with Flipside, Inc. and Flipside Acquisition Corporation, its wholly owned subsidiary, pursuant...Merger Agreement • February 16th, 2001 • Uproar Inc • Services-computer processing & data preparation
As you may know, Uproar Inc. (the "Company") has entered into an Agreement and Plan of Merger (the "Merger Agreement") with Flipside, Inc. and Flipside Acquisition Corporation, its wholly owned subsidiary, pursuant to which Flipside Acquisition Corporation has today commenced a cash tender offer (the "Offer") to purchase all of the outstanding shares (the "Shares") of common stock of the Company at a cash price of $3.00 per Share, without interest. Under the Merger Agreement, the Offer will be followed by a merger (the "Merger"), in which any remaining Shares will be converted into the right to receive $3.00 per Share.
