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 NEW YORK, Aug. 19 /PRNewswire/ -- Mattel Inc. and Fisher-Price Inc. today jointly announced that the two companies have entered into a definitive merger agreement by which Fisher-Price will become a major part of Mattel. Under terms of the agreement, each share of Fisher- Price common stock will be exchanged on a tax-free basis for 1.275 shares of Mattel common stock, in a merger to be accounted for as a pooling of interests.
 The boards of directors of both companies have approved the merger agreement, which will also require shareholder and governmental approval. It is presently anticipated that the merger will be completed by Dec. 1, 1993.
 "The combination of Mattel and Fisher-Price will produce a leading toy company that has the strongest consumer brands, by far, in the toy industry," John W. Amerman, Mattel's chairman and chief executive officer, said. "Barbie, Fisher-Price, Disney and Hot Wheels are a group of product lines beyond compare," he said. "We see tremendous opportunity for further growth of Fisher-Price sales through a combination of Mattel's and Fisher-Price's international marketing and distribution networks, as well as the opportunity for manufacturing efficiencies."
 "This stock-for-stock transaction will preserve the strong financial position that both companies currently enjoy, and will create an entity that is more than the sum of its parts," Amerman said. "It is anticipated that the merger will have a positive impact to earnings per share in 1994."
 Ronald J. Jackson, chairman and chief executive officer of Fisher- Price, said, "Since Fisher-Price's spin-off from Quaker Oats in July of 1991, we have achieved significant returns for our shareholders. We see the opportunity to merge with Mattel as a means to further enhance shareholder value," he said. "The combination of Fisher Price's preschool and infant toys and juvenile products with Mattel's strong brands and global marketing and distribution capability provides an excellent opportunity for our shareholders."
 Fisher-Price Inc., which will continue to be headquartered in East Aurora, N.Y., reported revenues of $694 million in 1992. Mattel Inc., with $1.85 billion in net sales for 1992, is headquartered in El Segundo, Calif.
 -0- 8/19/93
 /CONTACT: Glenn Bozarth of Mattel, 310-524-3521; or, Bill Bingham of Fisher-Price, 716-687-3000/

CO: Mattel Inc.; Fisher-Price Inc. ST: New York, California IN: SU: TNM

LM-MF -- LA028 -- 4484 08/19/93 16:33 EDT
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Publication:PR Newswire
Date:Aug 19, 1993

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