American Greetings Announces Completion of Tender Offer for PhotoWorks, Inc.
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CLEVELAND, Jan. 15 /PRNewswire-FirstCall/ -- American Greetings
Corporation (NYSE: AM) today announced the successful completion of its tender
offer, through a wholly owned subsidiary, to acquire all outstanding shares of
common stock of PhotoWorks, Inc. (OTC Bulletin Board: PHTW) for 59.5 cents per
share or approximately $26.5 million.
(Logo: http://www.newscom.com/cgi-bin/prnh/20060321/CLTU081LOGO )
The initial offering period for the tender offer ended at 5:00 p.m., New
York City time, on Monday, January 14, 2008. At the close of the tender offer
period approximately 40.8 million shares of PhotoWorks common stock (including
approximately 10 million shares tendered under guaranteed delivery procedures)
had been validly tendered and not withdrawn, representing about 97% of the
outstanding shares of PhotoWorks common stock. All shares that were validly
tendered and not withdrawn have been accepted for purchase.
American Greetings intends to acquire all of the remaining PhotoWorks
common stock by means of a merger under Washington law at the same price per
share paid in the tender offer. Upon completion of the merger, the surviving
entity will become an indirect wholly owned subsidiary of American Greetings.
About American Greetings Corporation
American Greetings Corporation (NYSE: AM) is one of the world's largest
manufacturers of social expression products. Along with greeting cards, its
product lines include gift wrap, party goods, stationery, calendars, ornaments
and electronic greetings. Located in Cleveland, Ohio, American Greetings
generates annual revenue of approximately $1.7 billion. For more information
on the Company, visit http://corporate.americangreetings.com.
Certain statements in this release may constitute forward-looking
statements within the meaning of the Federal securities laws. These statements
can be identified by the fact that they do not relate strictly to historic or
current facts. They use such words as "anticipate," "estimate," "expect,"
"project," "intend," "plan," "believe," and other words and terms of similar
meaning in connection with any discussion of the proposed acquisition and
future operating or financial performance of American Greetings. By their
nature forward-looking statements involve risks and uncertainties that could
cause actual results to materially differ from those anticipated in the
statements. With respect to the proposed acquisition, these risks and
uncertainties include, but are not limited to the ability to successfully
complete the proposed acquisition on a timely basis and the ability to achieve
the desired benefits associated with the proposed acquisition.
In addition, this release contains time-sensitive information that reflects
management's best analysis as of the date of this release. American Greetings
does not undertake any obligation to publicly update or revise any forward-
looking statements to reflect future events, information or circumstances that
arise after the date of this release. Further information concerning issues
that could materially affect financial performance related to forward-looking
statements can be found in American Greetings' and PhotoWorks' periodic
filings with the SEC, including the "Risk Factors" section of American
Greetings' Annual Report on Form 10-K for the fiscal year ended February 28,
2007 and the "Risk Factors" section of PhotoWorks' Annual Report on Form 10-
KSB for the fiscal year ended September 30, 2007.
SOURCE American Greetings Corporation
Gregory M. Steinberg, Treasurer and Director of Investor Relations, American
Greetings Corporation, +1-216-252-4864, investor.relations@amgreetings.com
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