Re-Organisation

3 May 2007 07:01

121Media Inc03 May 2007 7am 3 May 2007 121Media, Inc. ("121Media" or the "Company") Re-organisation 121Media, Inc. (AIM: OTO and OTOM), a market leader in the field of contextualand behavioral online advertising, announced today that itscorporate reorganisation (disclosed 2 April 2007) to a holding companystructure will be completed after the close of trading today, 3 May 2007. As aresult of this reorganisation, the Company will become a wholly-owned subsidiaryof a newly-formed holding company to be named Phorm, Inc. In the reorganisation,each outstanding share of capital stock of the Company will automatically beconverted into a share of Phorm, Inc., which will be admitted to trading on theAIM market of the London Stock Exchange plc ("AIM") at the commencement oftrading on 4 May 2007. Simultaneous with the admission of the Phorm, Inc. sharesto trading on AIM, the admission to AIM of the shares of 121Media will becancelled. The shares of Phorm, Inc. will be represented by the same stockcertificates that previously represented shares of 121Media prior to thereorganization and no stockholders, including holders through CREST, need takeany action. From commencement of trading on 4 May 2007, the shares will tradeunder the symbols PHRM (previously OTO) and PHRX (previously OTOM), and havebeen assigned new CUSIP and ISIN numbers, which are set forth below: PHRM (previously OTO) CUSIP: U7171X 102 ISIN: USU7171X1029 PHRX (previously OTOM) CUSIP: 71922A 103 ISIN: US71922A1034 The reorganisation will be accomplished by a merger of a wholly-ownedacquisition vehicle with and into the Company pursuant to Section 251(g) of theDelaware General Corporation Law. 121Media shareholders are not required totake any action in connection with this reorganization and will automaticallybecome shareholders of Phorm, Inc. in exactly the same proportions as theircurrent holdings. For Enquiries 121 Media, Inc. +44 870 405 7722Kent Ertugrul (Chief Executive) Edelman Financial PR +44 20 7344 1325Paul Lockstone +44 7876 685200 Canaccord Adams Limited +44 20 7050 6500Nominated Adviser Mark Williams +44 20 7050 6758Andrew Chubb +44 20 7050 2744 This information is provided by RNS The company news service from the London Stock Exchange