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Hasbro To Acquire Wizards Of The Coast, Inc.


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Hasbro has released the following press statement:

News Release - Thursday, September 09, 1999

Pawtucket, RI (September 9, 1999) Hasbro, Inc. [NYSE:HAS] 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* 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 www.wizards.com.