Media Metrix, Jupiter merge in stock swap

Media Metrix and Jupiter Communications said Tuesday they will merge in a $414 million stock swap deal that creates a one-stop Web statistic shop.

Under the terms of the merger, Media Metrix (Nasdaq: MMXI) will give Jupiter shareholders .946 of a Media Metrix share for each Jupiter share they own. The deal values Jupiter (Nasdaq: JPTR) at $26.72 a share based on Monday's closing prices. Jupiter gets a slight premium to its closing price of 23 on Monday.

Gene DeRose, CEO of Jupiter, said the two companies entered a "merger of equals" with an eye on the long run. "We're combining the assets that will create the most shareholder value," he said. "We see nothing but plusses over the next several years."

The merged company, dubbed Jupiter Media Metrix, will have a combined market value topping $1 billion, and be able to deliver Internet measurement, analysis, events and advice. Both Media Metrix and Jupiter are often cited in the media for their various statistics and reports. Media Metrix, which competes with Netratings (Nasdaq: NTRT), has become the Neilsen ratings of the Web. Jupiter, which competes with Forrester Research (Nasdaq: FORR), is one of the leading Internet research firms. Media Metrix had its initial public offering in May 1999 priced at $17 and Jupiter went public in October 1999 priced at $21.

In a statement, the companies said they will be able to develop products and services faster and expand abroad. The combined company will have 730 employees, a client base of more than 1,700 clients worldwide, offices around the world and a wide range of products and services. Jupiter, which reported a first quarter profit, will also be accretive to Media Metrix earnings. Media Metrix still loses money.

On most counts, the Media Metrix-Jupiter combination appears to be a merger of equals. Management of the company is evenly split between Media Metrix and Jupiter.

Tod Johnson, chairman and chief executive officer of Media Metrix, will become chairman and CEO of the new company. DeRose, CEO of Jupiter, will become president and vice chairman of Jupiter Media Metrix. Mary Ann Packo, president and chief operating officer of Media Metrix, and Kurt Abrahamson, president and COO of Jupiter, will become co-chief operating officers of Jupiter Media Metrix, and will continue as presidents of their respective business units. Tom Lynch, chief financial officer of Media Metrix, will become the new company's CFO, while Jean Robinson, Jupiter's CFO, will become executive vice president, business development.