Razorfish Acquires Broadcast Design Firm Fuel

Digital communications company Razorfish Inc. acquired Fuel Inc., a Los Angeles-based
broadcast
design firm and its affiliated commercial production firm, Tonga Inc.

Under the terms of the acquisition, Razorfish will issue up to 656,000
shares
of its common stock and give $750,000 in cash to Fuel and Tonga’s sole
shareholder in exchange for the entire equity interest in Fuel and
Tonga.
Razorfish closed Friday at $36.25, up 5.65 percent.

A further contingent payment in shares or cash will be made in 2000
based
upon the combined revenue of Fuel and Tonga for 1999, provided that the
total
consideration for the acquisition will not exceed $38 million. The
acquisition will be accounted for under the purchase method of
accounting and
is expected to be non-dilutive on a cash basis for 1999 and 2000, the
company
said.

Jeff Dachis, president and CEO of Razorfish, said the acquisition allows
Razorfish to “enhance its already considerable ability to provide a
complete
end-to-end solution for user experiences across networks, platforms and
devices.”

“Fuel brings a critical depth and experience in broadcast design,
commercial
graphics, live action production and interactive television, which will
help
Razorfish access the merging world of digital networks and traditional
television, and gain an unmatched competitive advantage,” said Dachis.

Fuel has worked for such clients as ABC, CBS, NBC, Showtime, Discovery,
MTV,
ESPN, The Disney Channel, E!Entertainment; film studios such as Columbia
Tristar and Disney; and advertising agencies such as TBWA Chiat /Day,
McCann
Erickson, Young and Rubicam, and DDB Needham. For the calendar year
ended
December 31, the combined revenue of Fuel and Tonga was $5.3 million.
Fuel
and Tonga currently have 24 employees.

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