Activeworlds Signs Letter of Intent to Acquire NetBroadcaster.com

NEWBURYPORT, Mass., Jan. 11 /PRNewswire-FirstCall/ -- Activeworlds (Nasdaq: AWLD - news), a leader in online 3D technology, today announced it has signed a letter of intent to acquire Los Angeles-based NetBroadcaster.com, Inc., an entertainment portal and broadcast network specializing in online media marketing. The letter of intent contemplates the all-stock acquisition of NetBroadcaster, with the immediate benefit of synergies in media marketing and distribution.

"We are very excited with this step in our plan to maximize shareholder value by monetizing our technology assets through acquisition and strategic alliances," stated JP McCormick, chairman of Activeworlds Corp. "As well as increasing our revenue and profit opportunities, this transaction adds momentum to our planned growth of becoming a large media presence on the Internet."

NetBroadcaster.com offers multiple channels of streaming media and has established partnerships with many of the largest traditional and online media companies in the world. Consistently in the top five for all entertainment sites on the Web, NetBroadcaster.com received over 3.6 million unique visitors to its site for the month of December, according to Jupiter Media Metrix. NetBroadcaster has three million registered users.

"We are very excited to be entering the public arena through this transaction," said Sanger P. Robinson II, chief executive officer of NetBroadcaster.com. "This acquisition affords us the opportunity of securing additional strategic partnerships and acquisitions in the world of online entertainment."

The Activeworlds virtual 3D environment can be used for corporate, educational and entertainment purposes. Members interact with others in a computer-generated, three-dimensional virtual Web site consisting of many themed "worlds" maintained and created by Activeworlds and its members.

"We believe that NetBroadcaster's proven marketing strategies and state-of-the-art broadcast network will lead to immediate revenue-generating opportunities for Activeworlds, by increasing our subscription base and introducing the Activeworlds' technologies to the entertainment industry," said Rick Noll, chief executive officer of Activeworlds.

The acquisition is subject to certain closing conditions, including satisfactory completion of due diligence by each party, approval of Activeworlds' shareholders, and execution of the Definitive Agreement. The acquisition is expected to close in the first quarter of 2002.

About Activeworlds Corp. (www.activeworlds.com)

Activeworlds Corp. provides software products and online services that permit users to enter, move about and interact with others in a computer-generated, three-dimensional virtual environment using the Internet. The Active Worlds(TM) browser is a small 1 megabyte download and has been downloaded by more than 1.5 million users worldwide. Through the technology's scalable capacity, Activeworlds users have placed more than 100 million objects in Active Worlds(TM) largest world Alphaworld, whose virtual land space is larger than the state of California. Some uses for the software include: online training and education, Web site development, e-commerce and entertainment. Clients from a wide spectrum of activities, such as Boeing, Siemens, Cornell, and many more are currently using Activeworlds technology.

About NetBroadcaster.com (www.netbroadcaster.com)

NetBroadcaster.com is one of the fastest growing streaming media and entertainment portals on the Internet today, with millions of unique visitors per month. Strategically located in the entertainment capital of the world, the company has built a broadcast entertainment network that includes major movie studios and record companies. NetBroadcaster's subscription-based and pay-per-view content offering includes feature films, celebrity coverage, classic television, music videos, and extreme sports. For more information, visit the company's Web site: http://www.netbroadcaster.com.

Safe Harbor Statement

Investors should carefully consider the preceding information as well as other information contained in this press release before making an investment in the Common Stock. The matters discussed in this news release include forward-looking statements such as statements relating to our ability to successfully complete the transactions contemplated by the letter of intent and statements regarding whether the acquisition will add value to our business. These forward looking statements are subject to various risks, uncertainties, and other factors that could cause actual results to vary materially from the results anticipated in such forward-looking statements. Such risks and uncertainties include, but are not limited to the possibility that we will be unable to agree on the terms of definitive agreements governing the transaction, that we will be unable to close the transactions contemplated. Other factors could also cause actual results to vary materially from the future results covered in such forward-looking statements. The inability to accurately predict our the success of our combined companies, and other risks are detailed from time to time in our filings with the Securities and Exchange Commission, and represents our judgment as of the date of this release. We disclaim any intent or obligation to update these forward-looking statements.

SOURCE: Activeworlds Corp.