Proposal to Acquire Register.com
Wednesday January 22, 3:00 pm ET
NEW YORK, Jan. 22 /PRNewswire/ — IWB Acquisitions LLC (“IWB”), a wholly-owned subsidiary of Zackfoot Investments LLC (“ZI”), announced today that it submitted a proposal to acquire Register.com, Inc. (Nasdaq: RCOM – News) to its’ Board of Directors. The proposal was delivered this afternoon, and is subject to a number of conditions, including the completion of due diligence satisfactory to IWB and successfully obtaining adequate financing to consummate the transaction.
ZI’s controlling owner, Zachary Prensky, affiliates of his, as well as members of his immediate family, have acquired 200,000 shares of Register.com in open market transactions. IWB’s proposal to acquire Register.com represents a 12% premium to a prior offer to acquire the company made by RCM Acquisition Co., LLC (“RCM”) on January 15th, and a X% premium to the closing price on January 21st, 2003.
ZI was integrally involved in the financing of Register.com prior to its’ IPO. In January & April 1998, in two related transactions, affiliates of ZI at the time invested more than $1,500,000 of seed funding to, among other things, enable Register.com to grow into a world class domain name registration site. Zachary joined Register.com’s Board of Directors upon the closing of the 1st round of ZI’s financing in January 1998., and remained through late 1999. During this time, Zachary worked closely with Richard Forman and other officers and directors of Register.com to effectuate the company’s growth by attracting world class leadership to the company and providing strategic financial guidance in follow-on financings. With regards to the offer made to acquire Register.com, Zachary stated today, “As someone who has been intimately involved in the growth of the company prior to its IPO in March of 2000, I’m excited about the possibility of working once more with a dynamic business whose prospects for success have sadly not been fully realized to date. It is my goal to work with, not against, the current Board of Directors to promptly close our proposed transaction. I believe that my all-cash offer is superior to the RCM bid and will provide all current stockholders with liquidity at an attractive price.
It is currently not the intention of IWB and/or ZI to engage in any proxy solicitation. If IWB and/or ZI does engages in any solicitation with respect to the shares of Register.com it will prepare and disseminate a proxy statement with respect to that solicitation. Shareholders should read that proxy statement if and when it becomes available because it will contain important information. Shareholders will be able to obtain copies of the proxy statement, related materials and other materials filed with the Securities and Exchange Commission at the SEC’s website www.sec.gov without charge when these documents become available. Shareholders will also be able to obtain copies of that proxy statement and related materials without charge, when available, from IWB by writing to: IWB Acquisitions LLC Attention: Zachary Prensky c/o Zackfoot Investments LLC, 382 Central Park West, New York, NY 10025 For a full and detailed breakdown of the share ownership structure mentioned above, please send a self-addressed stamped envelope to the IWB Acquisitions LLC address, also referenced above.