Getty Images Announces Completion of Acquisition by Hellman & Friedman

  
    
  
  
    
      Getty Images, Inc. (NYSE:GYI) today announced the completion of its 
      acquisition by an affiliate of the private equity firm Hellman & 
      Friedman. Getty Images announced on February 25, 2008 a definitive 
      agreement to be acquired by an affiliate of Hellman & Friedman in a 
      transaction valued at approximately $2.4 billion.
    
    
      “We are pleased to have completed this 
      transaction so efficiently and to have rewarded our shareholders with a 
      significant premium in a challenging stock market,” 
      said Jonathan Klein, Chief Executive Officer of Getty Images. “Continued 
      strong shareholder support is one of the factors that allowed us to 
      become the leader in all categories of the visual content industry. As 
      we enter the next phase of our history, we look forward to our 
      partnership with Hellman & Friedman.”
    
    
      “The founders, management team and dedicated 
      employees of Getty Images have created a market leader that is 
      well-positioned for future growth and innovation,” 
      said Andy Ballard, Managing Director of Hellman & Friedman. “Getty 
      Images fits well within our investment profile given its leading market 
      position, strong cash flows and talented base of employees. We are 
      excited about working with the entire Getty Images team to focus on 
      long-term growth potential, product pipeline and innovation in both 
      consumer and business to business offerings.”
    
    
      Under the terms of the merger agreement, which was adopted by Getty 
      Images’ stockholders at a special meeting held 
      on June 20, 2008, Getty Images stockholders are entitled to receive 
      $34.00 in cash, without interest and less any applicable withholding 
      taxes, for each share of common stock they owned immediately prior to 
      the effective time of the merger. Getty Images common stock will cease 
      trading on the New York Stock Exchange at the close of market today and 
      will be delisted from the New York Stock Exchange.
    
    
      Stockholders of record will receive a letter of transmittal and 
      instructions on how to surrender their shares of Getty Images common 
      stock in exchange for the merger consideration. Stockholders of record 
      should wait to receive the letter of transmittal before surrendering 
      their shares.
    
    
      In addition, Getty Images announced that it had entered into a 
      supplemental indenture to the indenture governing its 0.5% Convertible 
      Subordinated Debentures, Series B due 2023 (the “Debentures”), 
      as required by the indenture. This supplemental indenture provides that, 
      subject to the terms of the indenture, the Debentures will be 
      convertible into $556.65 per $1,000 principal amount of Debentures, 
      representing the amount of cash consideration to be received in the 
      merger by a holder of common stock holding, immediately prior to the 
      effective time of the merger, a number of shares of common stock equal 
      to the conversion rate immediately prior to the merger. The Debentures 
      are convertible until 35 business days after the merger and at other 
      times as may be provided in the indenture.
    
    
      The merger will constitute a “Fundamental 
      Change” under the indenture. Holders of the 
      Debentures (which have not been converted) will have the right after the 
      merger to require Getty Images to purchase their Debentures on the 35th 
      business day after the merger for a purchase price equal to the 
      principal amount of such Debentures plus any accrued and unpaid interest 
      to but not including the purchase date. Getty Images will provide 
      further details to the holders of the Debentures regarding this right.
    
    
      About Getty Images
    
    
      Getty Images is the world’s leading creator 
      and distributor of still imagery, footage and multimedia products, as 
      well as a recognized provider of other forms of premium digital content, 
      including music. Getty Images serves business customers in more than 100 
      countries and is the first place creative and media professionals turn 
      to discover, purchase and manage images and other digital content. Its 
      award-winning photographers and imagery help customers produce inspiring 
      work which appears every day in the world’s 
      most influential newspapers, magazines, advertising campaigns, films, 
      television programs, books and Web sites. Visit Getty Images at www.gettyimages.com 
      to learn more about how the company is advancing the unique role of 
      digital media communications and business, and enabling creative ideas 
      to come to life.
    
    
      About Hellman & Friedman
    
    
      Hellman & Friedman LLC is a leading private equity investment firm with 
      offices in San Francisco, New York and London. The Firm focuses on 
      investing in superior business franchises and serving as a value-added 
      partner to management in select industries including media and marketing 
      services, financial services, professional services, information 
      services, healthcare and energy. Since its founding in 1984, Hellman & 
      Friedman has raised and, through its affiliated funds, managed over $16 
      billion of committed capital and is currently investing its sixth 
      partnership, Hellman & Friedman Capital Partners VI L.P., with over $8 
      billion of committed capital. Representative investments in media and 
      marketing services include: Axel Springer AG, Catalina Marketing 
      Corporation, DoubleClick Inc., Formula One Holdings, The Nielsen 
      Company, ProSiebenSat.1, and Upromise Inc. For more information, visit www.hf.com.
    
    
      This press release contains “forward-looking 
      statements” within the meaning of the Private 
      Securities Litigation Reform Act of 1995, which involve significant 
      risks and uncertainties. All statements other than statements of 
      historical fact are statements that could be deemed forward-looking 
      statements, including: statements regarding the timing of the right of 
      holders of the Debentures to cause the Company to purchase their 
      Debentures; any statements of expectation or belief; and any statements 
      of assumptions underlying any of the foregoing. Investors and security 
      holders are cautioned not to place undue reliance on these 
      forward-looking statements. Actual results could differ materially from 
      those currently anticipated due to a number of risks and uncertainties. 
      Risks and uncertainties that could cause results to differ from 
      expectations include: the effects of disruption from the transaction 
      making it more difficult to maintain relationships with employees, 
      distributors, other business partners or governmental entities; other 
      business effects, including the effects of industry, economic or 
      political conditions outside of Getty Images’ 
      control; transaction costs; actual or contingent liabilities; and other 
      risks and uncertainties discussed in documents filed with the U.S. 
      Securities and Exchange Commission by Getty Images. Getty Images does 
      not undertake any obligation to update any forward-looking statements as 
      a result of new information, future developments or otherwise, except as 
      required by law.
    
    
      The information contained in this press release is neither an offer to 
      purchase nor a solicitation to sell securities of Getty Images.