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Published on 5/18/2007 in the Prospect News Special Situations Daily.

Microsoft to acquire aQuantive in $6 billion deal

By Lisa Kerner

Charlotte, N.C., May 18 - Microsoft Corp. will acquire aQuantive, Inc. for $66.50 per share in an all-cash transaction valued at approximately $6 billion.

The agreement includes a $175 million termination fee payable to Microsoft. If regulatory approvals are not obtained under certain circumstances, Microsoft may be required to pay to aQuantive a termination fee of $500 million, according to an 8-K filing with the Securities and Exchange Commission.

Microsoft expects to complete the transaction by the end of 2007.

"The advertising industry is evolving and growing at an incredible pace, moving increasingly toward online and IP-served platforms, which dramatically increases the importance of software for this industry," Microsoft chief executive officer Steve Ballmer said in a company news release.

Ballmer called the acquisition the next step in the evolution of Microsoft's ad network, from MSN, to Xbox Live, Office Live and through to the full capacity of the internet.

"Microsoft is intensely committed to creating a thriving advertising business and to partnering closely with all key constituencies in this industry to help maximize the digital advertising opportunity for all," Ballmer added.

Digital marketing company aQuantive is the parent company of the interactive ad agency Avenue A | Razorfish. aQuantive will continue to operate from its Seattle headquarters as part of Microsoft's online services business.

Microsoft is a software, services and solutions company located in Redmond, Wash.

Acquirer:Microsoft Corp.
Target:aQuantive, Inc.
Transaction value:$6 billion
Price per share:$66.50
Announcement date:May 18
Termination fee:$175 million
Expected closing:By the end of 2007
Stock price for target:Nasdaq: AQNT: $35.87 on May 17

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