-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, NxxTls4gTdaKSChCDpICtJF1ujQVF+pLD4OqToBbspeCiON8tKphFaXkywXCyYvR EpDZWASu67VOrKne5kuLRw== 0000950103-01-501251.txt : 20010801 0000950103-01-501251.hdr.sgml : 20010801 ACCESSION NUMBER: 0000950103-01-501251 CONFORMED SUBMISSION TYPE: 425 PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20010731 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: E TRADE GROUP INC CENTRAL INDEX KEY: 0001015780 STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211] IRS NUMBER: 942844166 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 425 BUSINESS ADDRESS: STREET 1: 4500 BOHANNON DRIVE CITY: MENLO PARK STATE: CA ZIP: 94025 BUSINESS PHONE: 6508422500 MAIL ADDRESS: STREET 1: 4500 BOHANNON DRIVE CITY: MENLO PARK STATE: CA ZIP: 94025 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: WEB STREET INC // CENTRAL INDEX KEY: 0001088348 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 364212401 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 425 SEC ACT: SEC FILE NUMBER: 000-27705 FILM NUMBER: 1693863 BUSINESS ADDRESS: STREET 1: 510 LAKE COOK ROAD CITY: DEERFIELD STATE: IL ZIP: 60015 BUSINESS PHONE: 8474444700 MAIL ADDRESS: STREET 1: 510 LAKE COOK ROAD CITY: DEERFIELD STATE: IL ZIP: 60015 FORMER COMPANY: FORMER CONFORMED NAME: WEB STREET INC DATE OF NAME CHANGE: 19990824 FORMER COMPANY: FORMER CONFORMED NAME: WEBSTREET COM INC DATE OF NAME CHANGE: 19990609 425 1 jul3101_425.htm E*Trade Press Release

FILED BY E*TRADE GROUP, INC. PURSUANT TO RULE
425 UNDER THE SECURITIES ACT OF 1933
SUBJECT COMPANY:
WEB STREET, INC., FILE NO. 0-27705



FOR IMMEDIATE RELEASE

E*TRADE Media Contact
Deborah Newman
E*TRADE Group, Inc.
703-236-8146
dnewman@etradebank.com

E*TRADE Investor Relations Contact
Erica Gessert
E*TRADE Group, Inc.
415-932-5765
egessert@etrade.com

E*TRADE'S EXCHANGE OFFER FOR WEB STREET SHARES CLOSES WITH MORE THAN 90 PERCENT ACCEPTANCE

Menlo Park, Calif. - July 31, 2001 - E*TRADE Group, Inc. (NYSE: ET) today announced the expiration of the exchange offer by its wholly-owned subsidiary, Opus Acquisition Corp., for all of the outstanding shares of Web Street, Inc. (Nasdaq: WEBS) common stock at an exchange ratio of 0.1864 share of E*TRADE common stock for each share of common stock of Web Street. The subsequent offering period expired at midnight, Eastern time, on Monday, July 30, 2001. All shares validly tendered prior to the expiration of the subsequent offering period have been accepted for exchange and will be exchanged promptly for E*TRADE shares and for cash for fractional shares.

E*TRADE believes that approximately 24,192,845 Web Street shares, or 91.8% of the total issued and outstanding Web Street shares, were validly tendered and not withdrawn pursuant to the exchange offer.

The exchange offer will be followed by a merger of Opus Acquisition Corp. with and into Web Street that is expected to be completed in early August 2001. Pursuant to the merger, those Web Street stockholders who did not tender their shares in the exchange offer will have their shares converted into the right to receive 0.1864 share of E*TRADE common stock for each share of common stock of Web Street. Delivery of such shares will be made following the merger upon proper presentation of certificates representing Web Street shares to American Stock Transfer & Trust Company, the exchange agent for the merger, together with a properly completed letter of transmittal.

Important Notice
E*TRADE, the E*TRADE logo and Stateless Architecture are registered trademarks of E*TRADE Securities, Inc. The statements contained in this news release that are forward-looking are based on current expectations that are subject to a number of uncertainties and risks, and actual results may differ materially. The uncertainties and risks include, but are not limited to, changes in market activity, anticipated increases in the rate of new customer acquisition, seasonality, the development of new products and services, the enhancement of existing products and services, competitive pressures (including price competition), system failures, economic and political conditions, changes in consumer behavior and the introduction of competing products having technological and/or other advantages. For a detailed discussion of these and other cautionary statements, please refer to E*TRADE's Form 10K and Forms 10Q filed with the SEC. System response and account access time may vary due to market conditions, trading volume, system performance and other factors.
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