Expedia Shareholders Approve USA Networks Transaction

6th Feb 2002

Expediaå‘s shareholders have approved the merger transaction in which USA Networks, Inc. became the controlling shareholder of Expedia.

The transaction transfers the ownership of 33.7 million shares of Expedia from Microsoft Corporation to USA. In addition, another 1.0 million shares, including approximately 240,000 shares submitted via notice of guaranteed delivery, were exchanged by other Expedia shareholders for a package of USA securities, bringing USA`s ownership in Expedia to 34.7 million shares, or about 65% of the 53.7 million basic shares outstanding, and representing 94.9% percent of the voting interest.

Immediately after the closing of the merger transaction, the Expedia board of directors expanded the Board from 7 to 13 members. With one of these members still to be named, the new Expedia Board consists of Barry Diller, chairman and chief executive officer of USA, as chairman; Richard Barton, president and chief executive officer of Expedia; Tom Breitling, former president of Travelscape, Inc.; Julius Genachowski, executive vice president and general counsel of USA; Jay Hoag, general partner of Technology Crossover Ventures; Victor Kaufman, vice chairman of USA; Dara Khosrowshahi, executive vice president and chief financial officer of USA; Gregory Maffei, CEO of 360networks and former chairman of Expedia`s board of directors; Daniel Marriott, senior vice president, strategic planning, USA; Jon Miller, president and CEO, USA Information and Services, a division of USA; John Pleasants, president and CEO of Ticketmaster, Inc.; and Gregory Stanger, senior vice president and chief financial officer of Expedia.

It is anticipated that the Board will fill the remaining Board seat promptly. USA Networks, Inc., to be renamed USA Interactive upon close of its pending transaction with Vivendi Universal, is organized into two groups, the Interactive Group and the Entertainment Group. Expedia is part of the Interactive Group.






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