JOINT FILING AGREEMENTJoint Filing Agreement • December 28th, 2007 • HowStuffWorks, Inc. • Communications services, nec
Pursuant to Rule 13d-1(k)(1) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned agree that Amendment No. 2 to the Statement on Schedule 13D to which this exhibit is attached is filed on behalf of each of them.
SECOND AMENDMENT TO AGREEMENT AND PLAN OF MERGERAgreement and Plan of Merger • December 28th, 2007 • HowStuffWorks, Inc. • Communications services, nec • Delaware
This Second Amendment (this “Amendment”), dated December 13, 2007, to the Agreement and Plan of Merger, dated as of October 14, 2007, as amended November 12, 2007 (the “Merger Agreement”), by and among HowStuffWorks, Inc., a Delaware corporation (the “Company”), Discovery Communications, LLC, a Delaware limited liability company (“Discovery”), HSW Merger Sub, Inc., a Delaware corporation and wholly-owned subsidiary of Discovery, and Michael P. Ring, as HSW Stockholders’ Representative (collectively, the “Parties”), is entered into by and among the Parties. Capitalized terms used herein and not otherwise defined have the respective meanings set forth in the Merger Agreement.
