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Monday June 4, 6:49 am Eastern Time

Tweeter Home Entertainment to buy Sound Advice

NEW YORK, June 4 (Reuters) - Audio and video retail chain Tweeter Home Entertainment Group Inc. (NasdaqNM:TWTR -
news) said Monday it agreed to buy Sound Advice Inc. (NasdaqNM:SUND - news) in a move that would increase its store
count and position it as the No. 1 U.S. specialty retailer.

Under the terms of the deal, each share of Sound Advice common stock will be converted into Tweeter
common stock, at an exchange ratio of one-for-one while the five-day average market price for Tweeter is
between $21 and $30 per share.

If the five-day average price for Tweeter common stock at the time of closing is above $30 per share, the
exchange ratio will decrease in order to maintain $30 per share.

If the five-day average price for Tweeter common stock is below $21 per share, the exchange ratio will
increase in order to maintain $21 per share. Both parties have the right to terminate the deal if the five-day
average closing price of Tweeter common stock is below $18 per share at the time of closing.

The deal is structured as a tax-free exchange for stock and will be accounted for by Tweeter as a purchase.

The transaction, which is slated to close around September 1, is subject to the approval of Tweeter and Sound
Advice stockholders, as regulatory approval.

Shares of Tweeter closed Friday at $28.75, Sound Advice closed at $15 per share.


@az-maja
funk mich mal bitte kurz an.
gruss
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