Thursday September 9, 8:13 am Eastern Time
Company Press Release
Hasbro to Acquire Wizards of the Coast, Inc.
PAWTUCKET, R.I.--(BUSINESS WIRE)--Sept. 9, 1999--Hasbro, Inc. (NYSE:HAS -
news) and Wizards of the Coast, Inc. announced today that they have entered into a definitive agreement for Hasbro to acquire
Wizards of the Coast, the world's largest publisher of hobby games and a leading publisher of fantasy and science fiction
literature. The purchase price is approximately $325 million, subject to adjustment based on the audited net assets of Wizards
of the Coast at closing, and certain contingent payment rights. The waiting period under the Hart-Scott-Rodino Antitrust
Improvements Act has expired, and the transaction is expected to be completed by the end of September of 1999.
Privately-held Wizards of the Coast was founded in 1990 by Peter D. Adkison, and is best known for MAGIC: THE
GATHERING, the world's all-time best-selling trading card game. Since its release in 1993, more than six million players
worldwide have embraced this game, which is now available in 10 languages and played in more than 52 countries. Other
well-known products include the popular POKEMON trading card game, currently the number-one game in the U.S., and the
DUNGEONS & DRAGONS roleplaying games. The company also sponsors a worldwide tournament program for hobby
game enthusiasts, owns and operates almost 70 retail game establishments and operates the Wizards of the Coast Game Center
in Seattle, the first gaming environment and entertainment center for adventure gaming enthusiasts of all ages.
``Wizards of the Coast will enable us to significantly expand in the fast-growing games arena, which is a cornerstone of our
growth strategy for the new millennium,'' said Alan G. Hassenfeld, Chairman and CEO of Hasbro, Inc. ``This acquisition brings
us not only incredibly popular content and exciting future gaming initiatives, but also a visionary senior management team and
creative talent, expanded distribution channels and an opportunity to participate in location-based entertainment. There is no end
to the opportunities we see from cross-fertilization of our respective game portfolios, including the fast-growing areas of
interactive software and on-line gaming. Plus, the year-round nature of these businesses will help to balance the seasonality of
our diversified portfolio,'' Hassenfeld continued.
``We are very excited about this merger of the world's two greatest game companies,'' said Peter D. Adkison, President and
CEO of Wizards of the Coast. ``We are proud to become part of the Hasbro tradition and culture, and look forward to
working together to build on the strength of Hasbro's rich library of intellectual properties,'' Adkison added.
Shareholders owning over two-thirds of the Wizards of the Coast outstanding shares, representing more than the required
minimum approval, have agreed to vote their shares in favor of this merger at the shareholders' meeting which is expected to
take place on or about September 30, 1999. Peter Adkison and his senior management team will continue to run Wizards of
the Coast, which will remain based just outside of Seattle. This transaction is expected to have no material impact on Hasbro's
earnings per share in 1999 and to be accretive in the year 2000 and beyond.
Hasbro is a worldwide leader in the design, manufacture and marketing of toys, games, interactive software, puzzles and infant
products. Both internationally and in the U.S., its PLAYSKOOL, KENNER, TONKA, ODDZON, SUPER SOAKER,
MILTON BRADLEY, PARKER BROTHERS, TIGER, HASBRO INTERACTIVE, and GALOOB products provide
children and families with the highest quality and most recognizable toys and games in the world.
Wizards of the Coast, Inc., the worldwide market share leader in the trading card game and tabletop roleplaying game
categories, is a leading developer and publisher of game-based entertainment products as well as the owner and operator of
one of the nation's largest specialty game retail chains. The company holds an exclusive patent on the play mechanic of trading
card games (TCGs) and produces the world's best-selling POKEMON(1) and MAGIC: THE GATHERING TCGs. Publisher
of adventure games such as the classic DUNGEONS & DRAGONS games, family card and board games and electronic
media products, Wizards of the Coast is also one of the world's leading fantasy and science fiction book publishers. The
company has retail locations that provide game-play areas. Headquartered near Seattle, Washington, Wizards of the Coast has
international offices in Antwerp, Paris, Milan, London and Beijing. For more information on Wizards of the Coast, visit the
company's website and electronic retail store at .
Certain statements contained in this release contain ``forward-looking statements'' within the meaning of the Private Securities
Litigation Reform Act of 1995. Such forward-looking statements are inherently subject to known and unknown risks and
uncertainties. The Company's actual actions or results may differ materially from those expected or anticipated in the
forward-looking statements. Specific factors that might cause such a difference include, but are not limited to, the timely
manufacture and shipping by the Company of new and continuing products and their acceptance by customers and consumers
in a competitive product environment; economic conditions, currency fluctuations and government regulation and other actions in
the various markets in which the Company operates throughout the world; the inventory policies of retailers, including the
continuing trend of concentration of the Company's revenues in the second half and fourth quarter of the year, together with
increased reliance by retailers on quick response inventory management techniques, which increases the risk of underproduction
of popular items, overproduction of less popular items and failure to achieve tight and compressed shipping schedules; the
impact of competition on revenues, margins and other aspects of the Company's business; the Company's incurring higher than
expected costs to achieve, or not achieving, ``Year 2000'' readiness with respect to the Company's systems, or the Company's
customers, vendors or service providers failing to achieve such readiness; and the risk that anticipated benefits of acquisitions or
the Company's Global Integration and Profit Enhancement program may not occur or be delayed or reduced in their realization.
The Company undertakes no obligation to make any revisions to the forward-looking statements contained in this release or to
update them to reflect events or circumstances occurring after the date of this release.
(1)(c)1995, 1996 and 1998 Nintendo, Creatures, GAMEFREAK. Pokemon and Game Boy are trademarks of Nintendo.
Contact:
HASBRO
Wayne S. Charness (News Media)
401-727-5983
or
Renita E. O'Connell (Investor Relations)
401-727-5401
or
WIZARDS OF THE COAST
Carol S. Knight
425-204-7650
or
Charlotte T. Skeel
425-204-7683 |