RECITALSShare Purchase Agreement • June 4th, 2001 • Agency Com LTD • Services-business services, nec • New York
EXHIBIT 99.2 [SENECA INVESTMENTS LLC LETTERHEAD] May 14, 2001 To the Board of Directors of Agency.com Ltd. 20 Exchange Place New York, New York 10005 Gentlemen: We own 45.3% of the Agency.com Ltd. common shares. In addition, we have entered into a...Acquisition Proposal • June 4th, 2001 • Agency Com LTD • Services-business services, nec
We own 45.3% of the Agency.com Ltd. common shares. In addition, we have entered into a binding agreement to acquire an additional 20.4% of the outstanding shares. The ultimate consideration to be paid for these shares is calculated under an earn-out structure. Under this structure, a payment of $0.94 per share would be made at the closing, an additional $0.47 per share would subsequently be paid and further payments, if any, would depend on substantial improvements in the Company's results of operations through December 31, 2006.
