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DG To Acquire MediaMind Creating Premier Global Online And Television Advertising Technology Provider

Mr. Trifon said, “We believe this transaction offers significant value for our shareholders and is the natural, next step for MediaMind. DG will provide us with the added scale and resources to continue to grow our platform and enhance the services we provide our customers. Working together with DG, we will provide a single solution for advertising creation, distribution, and monitoring for cross-platform campaigns. We are excited to partner with DG to continue to increase our base of large advertisers and expand our global operations, and we are confident that our employees will benefit from the greater opportunities at the combined company.”

Neil Nguyen, President and COO of DG said, “We are extremely pleased about this transaction, which greatly accelerates our international and digital growth strategy. With this acquisition, we will build on MediaMind’s global operational footprint and world class technology platform to expand our reach beyond North America. The combined companies will serve a global customer base and enable DG to penetrate such markets as Latin America, Asia and EMEA. Moreover, with our combined advertiser and publisher reach, we will be well positioned to gain additional market share and innovate cross platform solutions in order to drive long-term growth. We welcome Gal, Ofer and their team to DG and look forward to working together to realize the significant potential of our combined organizations.”

For the twelve months ending March 31, 2011 the companies had in excess of $100 million in digital advertising revenue on a pro forma basis. With the MediaMind acquisition, DG expects to realize approximately $15 million in cost synergies identified to date, with clear opportunities for enhanced revenue growth. The transaction will be funded by a combination of available cash and fully committed debt financing from JPMorgan Chase & Co. and Bank of America Merrill Lynch. MediaMind shareholders holding approximately 8.2 million common shares outstanding and 1.8 million options, as well as certain officers and pre-IPO investors, have agreed to tender their shares in the offer.

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