Ascend Media Reaches Agreement to Purchase Medical World Communications.

OVERLAND PARK, Kan. -- Ascend Media announced today that it has reached a definitive agreement to acquire Medical World Communications. Financial terms of the purchase were not released.

Medical World Communications, which publishes fifty medical, healthcare and business-to-business magazines and journals, employs 350 people and is headquartered in Monroe Township, NJ, with major office locations in Jamesburg, NJ; Deerfield, IL.; South Coast Metro, CA; and Los Angeles, CA.

Ascend Media will acquire publications in major medical therapeutic specialties, including primary care, pharmacy, dentistry, imaging, cardiology, respiratory therapy, physical therapy, aesthetics, hearing and clinical. Select titles include Physician's Money Digest, Pharmacy Times, Cardiology Review, Family Practice Recertification, Rehab Management, Medical Imaging and Compendium of Continuing Education in Dentistry.

The company also publishes magazines in the food and beverage processing, retailing and packaging industries, including National Provisioner, Beverage Industry, Dairy Field and Food & Drug Packaging.

In addition to its publishing properties, Medical World Communications owns a healthcare marketing agency, Practice Builders, which delivers educational and marketing services for healthcare professionals in all specialties.

"Medical World is an impressive company in a dynamic industry. We saw that firsthand when we met with their senior managers during the acquisition process. They were experts in their fields who demonstrated a true passion for this business. We're looking forward to working with the great team that Jack Hennessy assembled," said Cameron Bishop, President & CEO of Ascend Media.

Medical World was founded in 1985 by John J. ("Jack") Hennessy. Hennessy, who currently serves as Chairman/CEO, will leave the company. Medical World has been majority owned by funds affiliated with Great Hill Partners, LLC since 1993. Great Hill is selling all of its interest in the transaction.

"The acquisition of Medical World, along with our recent additions of SynerMed and Exhibitor Visibility Worldwide and combined with Ascend's existing Event Media business, has positioned us as a business-to-business media company with $150 million in revenue. We have the capability to serve our customers in a uniquely comprehensive manner unlike any other medical publisher," Bishop said.

In addition, the acquisition's services-oriented publications are a strategic fit with Ascend Media's current stable of business-to-business publications. There are, in fact, unique content and revenue-potential synergies between the food and beverage acquisitions and the Ascend Media Gaming Group titles, including Casino Journal and International Gaming & Wagering Business.

The agreement to purchase Medical World follows last month's acquisition of SynerMed Communications, a producer of continuing medical education (CME) programs in a variety of therapeutic areas, as well as this month's acquisition of Exhibitor Visibility Worldwide (EVW), which handles publishing and integrated marketing services for major medical/healthcare events.

The acquisition of Medical World will be finalized following completion of Pre-merger/Hart-Scott-Rodino (HSR) regulatory approval. The parties to the transaction expect a closing to take place within 30-60 days. Evercore Partners served as financial advisor to Medical World. Wells Fargo Bank and CIBC World Markets are underwriting the debt financing to support the acquisition.

About Ascend Media, LLC

Ascend Media is a diversified business media organization. It owns and operates professional magazines and journals; organizes trade shows, conferences and educational programs; and maintains online properties and databases serving the medical, healthcare and business services industries. The company delivers a unique blend of media-oriented capabilities to the medical and allied healthcare industries, serving more than 40 medical associations with daily newspapers, directories and marketing programs, as well as organizing continuing medical education programs and symposia. Ascend Media also operates a diversified business services group, focused on providing event-related publishing in partnership with leading trade associations, publications for the trade show and professional audio/video markets, as well as publications and events for the worldwide gaming industry.

Ascend Media was formed and incorporated in 2002 by Cameron Bishop, Dan Altman and Ron Wall, three executives formerly with Overland Park, KS-based Intertec Publishing. The company is financially backed by two of the world's most prestigious private equity firms, J.P. Morgan Partners and Veronis Suhler Stevenson.

For additional information: www.ascendmedia.com.

About JPMorgan Partners

J.P. Morgan Partners, L.L.C. (JPMP) is a leading private equity firm with approximately $13 billion in capital under management as of September 30, 2004. Since its inception in 1984, JPMP has built a diversified portfolio of investments, specializing in leveraged buyouts, growth equity and venture capital. With approximately 120 investment professionals in nine principal offices throughout the world, JPMP has significant experience investing in companies with worldwide operations. Underpinning this platform is a global integrated network, which enables JPMP to draw on expert resources residing within JPMorgan Chase, its extensive portfolio and worldwide contact network.

JPMorgan Partners is the private equity arm of JPMorgan Chase & Co. (NYSE: JPM), one of the largest financial institutions in the United States. For additional information: www.jpmorganpartners.com.

About Veronis Suhler Stevenson

Veronis Suhler Stevenson (VSS) is a merchant banking organization dedicated to investing in the media, communications and information industries in North America and Europe. Since 1987, VSS's private equity arm has managed approximately $2 billion in committed capital across four private equity funds and a mezzanine debt fund, all focused exclusively on the media, communications and information industries. VSS provides capital for buyouts, recapitalizations, growth financings and strategic acquisitions to companies and management teams with a goal to build companies both organically and through a focused add-on acquisition program. To date, VSS has invested in 33 platform companies, which have in turn completed 167 add-on acquisitions resulting in a portfolio with realized and unrealized enterprise values totaling approximately $7.5 billion. The VSS investment team is comprised of a unique combination of both seasoned media operating executives and media-focused financial transaction professionals, who together are capable of providing a combination of strategic operational insight, relevant industry contacts and sophisticated financial advice to its portfolio companies over the entire life cycle of an investment.

VSS maintains offices in New York and London and also has an affiliated investment bank that has completed over 650 financial advisory assignments since its inception in 1981 when it was founded as one of the first media sector-focused financial advisory firms. VSS also publishes The Communications Forecast and Report, an annual historical and projected econometric analysis of the entire U.S. media sector that is widely referenced and used by media professionals worldwide as a definitive source for understanding and assessing the major trends in the industry. For additional information: www.vss.com.