Amazon.com to Acquire Audible.com

  
    
  
  
    
      Amazon.com, Inc. (NASDAQ:AMZN), today announced that it has reached an 
      agreement to acquire Audible Inc. (NASDAQ:ADBL).
    
    
      Audible.com is the leading online provider of premium digital spoken 
      word audio content, specializing in digital audio editions of books, 
      newspapers and magazines, television and radio programs and original 
      programming. Through its web sites in the US and UK and alliances in 
      Germany and France, Audible.com offers over 80,000 programs, including 
      audiobooks from well-known authors such as Stephen King, Thomas 
      Friedman, and Jane Austen, and spoken word audio content from sources 
      including The New York Times, The New Yorker, Fresh Air 
      and Charlie Rose.
    
    
      “Audible.com offers the best customer 
      experience, the widest content selection and the broadest device 
      compatibility in the industry,” said Steve 
      Kessel, Amazon.com’s senior vice president for 
      worldwide digital media. “Working together, we 
      can introduce more innovations and bring this format to an even wider 
      audience.”
    
    
      “This deal brings together two pioneering 
      companies that share a long history of ceaseless focus on improving the 
      customer experience,” said Donald Katz, 
      founder and chief executive of Audible.com. “We 
      are very excited to be joining a company as innovative as Amazon.com.”
    
    
      In recent months, Amazon has announced a number of innovations in the 
      digital space, including Amazon Kindle, a revolutionary wireless 
      portable reader that provides instant wireless downloads of more than 
      90,000 books, blogs, magazines and newspapers to a crisp, 
      high-resolution electronic paper display.
    
    
      Under the terms of the agreement, Amazon.com will commence a cash tender 
      offer to purchase all of the outstanding shares of Audible.com for 
      $11.50 per share and will assume Audible.com’s 
      outstanding stock-based awards, for an aggregate transaction value of 
      approximately $300 million which includes Audible.com’s 
      cash and short-term investments at closing.
    
    
      The acquisition is subject to customary closing conditions, including 
      regulatory approvals, and is expected to close by the second quarter of 
      2008.
    
    
      About Amazon.com
    
    
      Amazon.com, Inc. (NASDAQ:AMZN), a Fortune 500 company based in Seattle, 
      opened on the World Wide Web in July 1995 and today offers Earth's 
      Biggest Selection. Amazon.com seeks to be Earth's most customer-centric 
      company, where customers can find and discover anything they might want 
      to buy online, and endeavors to offer its customers the lowest possible 
      prices. Amazon.com and other sellers offer millions of unique new, 
      refurbished and used items in categories such as books, movies, music & 
      games, digital downloads, electronics & computers, home & garden, toys, 
      kids & baby, grocery, apparel, shoes & jewelry, health & beauty, sports 
      & outdoors, tools, auto & industrial.
    
    
      Amazon Web Services provides Amazon.com’s 
      developer customers with access to in-the-cloud infrastructure services 
      based on Amazon's own back-end technology platform, which developers can 
      use to enable virtually any type of business. Examples of the services 
      offered by Amazon Web Services are Amazon Elastic Compute Cloud (Amazon 
      EC2), Amazon Simple Storage Service (Amazon S3), Amazon SimpleDB, Amazon 
      Simple Queue Service (Amazon SQS), Amazon Flexible Payments Service 
      (Amazon FPS), and Amazon Mechanical Turk.
    
    
      Amazon.com and its affiliates operate websites, including www.amazon.com, 
      www.amazon.co.uk, www.amazon.de, 
      www.amazon.co.jp, www.amazon.fr, 
      www.amazon.ca, and the Joyo Amazon 
      websites at www.joyo.cn and www.amazon.cn.
    
    
      As used herein, “Amazon.com,” 
      “we,” “our” 
      and similar terms include Amazon.com, Inc., and its subsidiaries, unless 
      the context indicates otherwise.
    
    
      Forward-Looking Statements
    
    
      This announcement contains forward-looking statements within the meaning 
      of Section 27A of the Securities Act of 1933 and Section 21E of the 
      Securities Exchange Act of 1934. Actual results may differ significantly 
      from management's expectations. These forward-looking statements involve 
      risks and uncertainties that include, among others, risks related to the 
      expected timing and financial or other benefits of the Audible.com 
      transaction, competition, management of growth, new products, services 
      and technologies, potential fluctuations in operating results, 
      international expansion, outcomes of legal proceedings and claims, 
      fulfillment center optimization, seasonality, commercial agreements, 
      acquisitions and strategic transactions, foreign exchange rates, system 
      interruption, significant amount of indebtedness, inventory, government 
      regulation and taxation, payments and fraud. More information about 
      factors that potentially could affect Amazon.com's financial results is 
      included in Amazon.com's filings with the Securities and Exchange 
      Commission, including its Annual Report on Form 10-K for the year ended 
      December 31, 2006, and subsequent filings.
    
    
      About Audible.com
    
    
      Audible (www.audible.com) is the 
      leader in spoken audio information and entertainment on the Internet. 
      Content from Audible is downloaded and played back on personal 
      computers, CDs, or AudibleReady computer-based and wireless mobile 
      devices. Audible and its wholly owned subsidiary, Audible.co.uk, have 
      almost 200,000 hours of audio programs from more than 520 content 
      partners that include leading audiobook publishers, broadcasters, 
      entertainers, magazine and newspaper publishers, and business 
      information providers. Audible’s alliances in 
      Germany and France offer an additional 20,000 hours of audio 
      programming. Audible is the preeminent provider of spoken-word audio 
      products for Apple's iTunes Store. Audible has approximately 160 
      employees with headquarters in Newark, NJ, and an office in London, 
      England, with 15 employees. Audible, audible.com, AudibleListener, and 
      AudibleReady are registered trademarks of Audible, Inc. and all are part 
      of the family of Audible, Inc., trademarks.
    
    
      Securities Law Disclosure
    
    
      The tender offer for the outstanding common stock of Audible has not yet 
      commenced. This press release is for informational purposes only and is 
      not an offer to buy or the solicitation of an offer to sell any 
      securities. The solicitation and the offer to buy shares of Audible 
      common stock will be made only pursuant to an offer to purchase on 
      Schedule TO and related materials that Amazon.com intends to file with 
      the SEC. Audible also intends to file a solicitation/recommendation 
      statement on Schedule 14D-9 with respect to the offer. Audible 
      stockholders and other investors should read these materials carefully 
      when they become available because they will contain important 
      information, including the terms and conditions of the offer. Audible 
      stockholders and other investors will be able to obtain copies of these 
      materials without charge from the SEC through the SEC's website at www.sec.gov, 
      from Georgeson Inc., the information agent for the offer, toll-free at 
      866-328-5439 (banks and brokers call 212-440-9800), from Amazon.com 
      (with respect to documents filed by Amazon.com with the SEC) by going to 
      Amazon.com's Investor Relations Website at http://www.amazon.com/ir, 
      or from Audible (with respect to documents filed by Audible with the 
      SEC) by going to Audible's Investor Relations Website at www.audible.com/ir. 
      Stockholders and other investors are urged to read those materials 
      carefully prior to making any decisions with respect to the offer.