Ad-hoc | 25 May 2000 08:29

Ad hoc-Service: Travel24.com AG english

Ad hoc-announcement edited and sent by DGAP. The sender is responsible for the contents of this announcement. —————————————————————————— TRAVELBYUS.COM LTD AND TRAVEL 24.COM AG ANNOUNCE LETTER OF INTENT FOR COMPREHENSIVE TRANSATLANTIC STRATEGIC PARTNERSHIP White Rock, B.C., Canada; Muenchen, Germany: Travelbyus.com ltd (Toronto Stock Exchange: TBU) and Travel24.com AG (Frankfurt Neuer Markt: TVD) are pleased to announce that they have reached a Letter of Intent for a comprehensive partnership based on a combination of strategic and operational elements. This agreement is believed to be the e-Travel industry’s first strategic transatlantic partnership, and may eventually lead to a full merger between the two companies. Terms of the deal are expected to include the issuance of 13,800,000 shares at an average price of US$ 2.50 oftravelbyus.com in exchange for the delivery by Travel24.com of a combination of US$ 5 million in cash and the issuance of 1,482,594 shares of Travel24.com at an average price of US$ 19.90 (approx. EUR 22.00) per share. On a post-transaction basis travelbyus.com will own approximately 12.96% of Travel24.com and T24.com will own approximately 14.71% of travelbyus.com. The deal is subject to meeting certain legal and regulatory conditions. Travelbyus.com and Travel24.com see this strategic partnership enabling both companies to greatly enhance their value and profitability through integration of their operations, strategies, financial resources, products, distribution, marketing and technology. Both companies will engage their financial advisers during the next six months to do a comprehensive valuation opinion. Such opinion will guide the respective boards to determine if a full merger between the two companies would be of greater benefit to their respective shareholders. Travelbyus.com believes that the integration of American and European inbound and outbound tourism flows, valuable contracts with premier travel and technology providers such as airlines, incoming agencies, hotel groups and Global Distribution Systems and increase in the distribution capabilities on a transatlantic scale constitutes an unique opportunity for both companies. This will rapidly and profitably grow both companies into an unique and unparalleled international travel group based on the integration of products, technology, marketing and distribution led by management on both sides of the Atlantic. Travel24.com also believe that this compelling opportunity to rapidly build and secure global strategic value for their respective shareholders will be enhanced by the cross shareholding of both the companies. The unique partnership with travelbyus.com is a major step forward in the execution of the Company’s strategy to make Travel24.com a profitable international leader in Internet based leisure travel, as had been promised to their shareholders at the time of the IPO on March 15, 2000, when the Company raised Euro 70 million (approximately US$ 63 million at today’s exchange rate). Travelbyus.com is an Internet based vertically integrated travel service provider combining synergetic acquisitions in the fields of Travel product and distribution with a unique marketing and technology platform/strategy which allows travelbyus.com to simultaneously obtain high revenue growth and exceptional profitability. Travelbyus.com is presently trading on the Toronto Stock Exchange and the Frankfurt Stock Exchange but is in the process of transferring its corporate domicile into the USA through a previously announced transaction. Travel24.com is a leading German leisure travel services provider combining an online Content & Community platform, call-center and Internet based fulfillment operation and a software house specialized in Internet solutions. Travel24.com is presently executing its pan-European expansion together with complementary partners such as selected media groups and large technology providers. travelbyus.com contact: Peter Rooney Tel:+1 905-475-5111 Email: prooney@travelbyus.com Press contacts North America: Barry S. Kaplan Tel: (732) 747-0702 Email: smallkap@aol.com Europe: Christoph Brüning Tel: 49 61 968800210 Email: cbruening@vmr.de Travel24.com contact: Marc Maslaton/Knut Wehner Tel: +49 89 379-0950 Email : marc.maslaton@travel24.com Email : knut. wehner@travel24.com Bertram von Plettenberg Tel:+49 89 242-8760 Email: bvp@cmf-ag.com End of Message