Filed by USA Networks, Inc.
Pursuant to Rule 165 and Rule 425
Under the Securities Act of 1933
Subject Company: Expedia, Inc.
Commission File No. 000-27429
Slide 1: Integrated Interactivity
Electronic Retailing
(logos) HSN, America's Store, Home Shopping Espanol, Shop Channel, HSN.com,
TVSN, Home Shopping Europe
Information & Services
(logos) Ticketmaster, Match.com, Citysearch, HRN, USA ECS, Styleclick, PRC,
Expedia, Inc. (transaction pending)
Pro forma for pending Expedia transaction. Includes some companies majority or
partially owned by USA.
Prepared 12/17/01 - Read important disclaimer.
Slide 2: Revenue Growth - Operating Businesses
$ in millions
20% Average Annual Growth
CAGR 2000 - 2003
2000 $3,005
2001E $3,565
2002E $4,309
2003E $5,170
Source: USA operating budget as furnished to the SEC on October 24, 2001. Pro
forma for pending Expedia transaction.
Prepared 12/17/01 - Read important disclaimer.
Slide 3: EBITDA Growth - Operating Businesses
$ in millions
29% Average Annual Growth
CAGR 2000 - 2003
2000 $374
2001E $466
2002E $622
2003E $802
Source: USA operating budget as furnished to the SEC on October 24, 2001. Pro
forma for pending Expedia transaction.
Prepared 12/17/01 - Read important disclaimer.
Slide 4: Margin Expansion - Operating Businesses
2000 12.4%
2001E 13.1%
2002E 14.4%
2003E 15.5%
Source: USA operating budget as furnished to the SEC on October 24, 2001. Pro
forma for pending Expedia transaction.
Prepared 12/17/01 - Read important disclaimer.
Slide 5: Diverse Business Mix
Electronic Retailing 51%
Ticketing 16%
Online Hotel Reservations 14%
Online Travel 8%
Cityguides 1%
Personals 1%
Commerce Services 9%
Source: USA operating budget as furnished to the SEC on October 24, 2001. Pro
forma for pending Expedia transaction.
Prepared 12/17/01 - Read important disclaimer.
Slide 6: Where the World is Going
Revenue Through the Screen
Television and Internet Consumer-related Revenues (U.S.)
Subscriptions
Advertising Transactions / Fees Total
2000 80% 11% 9% $47 B
2005 45% 39% 16% $134 B
2010 25% 61% 15% $275 B
Compiled estimates per MSDW, Jupiter, Shop.org, McCann Erickson, Zenith Media,
Paul Kagan, Prudential, Furman Selz, PaineWebber, SSB, and Forrester.
Prepared 12/17/01 - Read important disclaimer.
Slide 7: Leading in Growth Categories
(pie chart - largest to smallest slices):
USA businesses: Travel, Computer Hardware Software & Electronics, TV Elec.
Retailing, Other Commerce, Mass Merch., Apparel, Home / Office, Event Tickets,
Personals
Other businesses: Financial Services, Auctions, Books, Music & Video, Flowers &
Cards, Jobs Classifieds, Automobile, Real Estate Classifieds
Source: Shop.org, Jupiter, MSDW , Prudential, Furman Selz, Painewebber, SSB, SEC
filings and Match.com and other internal estimates.
Prepared 12/17/01 - Read important disclaimer.
Slide 8: 9% of Transactions through Screen
USA's Share of Interactive Commerce
Gross value of transactions
(bar chart):
Today = 9%
Goal = 20%
Compiled estimates per MSDW, Jupiter, Shop.org, McCann Erickson, Zenith Media,
Paul Kagan, Prudential, Furman Selz, PaineWebber, SSB, and Forrester. Pro forma
for pending Expedia transaction.
Prepared 12/17/01 - Read important disclaimer.
Slide 9: 2nd Most Profitable in Online Commerce
5 Profitable Internet Businesses
Estimated 2002E EBITDA ($ in millions)
eBay - $368
USA - $250
TMP Inter. - $182
iQVC - $123
Amazon - $93
Yahoo - $69
Travelocity - $41
1800Flowers - $25
Priceline - $12
Homestore - $10
CNET - ($19)
Terra-Lycos - ($75)
(logos) Expedia, Inc. (transaction pending), Match.com, HSN.com,
Ticketmaster.com, Hotel Reservations Network
USA Internet Commerce Group consists of HSN.com, Hotel Reservations Network,
Ticketmaster.com, Match.com and Expedia (transaction pending). Unaudited
estimates for other companies based on various analyst reports.
Prepared 12/17/01 - Read important disclaimer.
Slide 10: Massive Infrastructure
Retail value of transactions $8 billion
Inbound phone minutes 1 billion
Orders processed 83 million
Credit card transactions 68 million
Items shipped 40 million
Customer service centers 30
Fulfillment centers square feet 2.5 million
Customer database 65 million
Unaudited estimates and pro forma for pending Expedia transaction. Includes data
for companies majority owned by USA. Operating estimates for the next twelve
months.
Prepared 12/17/01 - Read important disclaimer.
Slide 11: Leading Consumer Brands
(logo) HSN - On-air / online retail
(logo) Ticketmaster - Online ticketing
(logo) Citysearch.com - Online city guides
(logo) Match.com - Online paid personals
(logo) Hotel Reservations Network - Online hotels
(logo) Expedia, Inc. (transaction pending) - Online travel agent / packaged
vacations
Prepared 12/17/01 - Read important disclaimer.
Slide 12: Direct Marketing = Huge Upside
Customer Database = 65 mm Names
- (logo) Expedia, Inc. (transaction pending)
- (logo) USA ECS
- (logo) Home Shopping Network
- (logo) HSN.com
- (logo) Match.com
- (logo) ReserveAmerica
- (logo) Ticketmaster
- (logo) Citysearch.com
Prepared 12/17/01 - Read important disclaimer.
Slide 13: Important
This presentation contains forward looking statements relating to possible or
assumed future results of USAi. It reflects the current views of USAi with
respect to future events, and is subject to risks that could cause future
results to materially differ. These risks are described in USAi's Securities
and Exchange Commission filings. Information contained herein about entities
other than USAi has been obtained from sources believed to be reliable, but
no independent verification has been made and no representation is made as to
its accuracy or completeness. Any statements non-factual in nature constitute
current opinions, which are subject to change without notice. The forward
looking statements and opinions in this presentation are made as of the date
of this presentation, and USAi undertakes no obligation to update or revise
them for any reason. These statements do not include the potential impact of
any mergers, acquisitions or other business combinations that may be
completed in the future other than previously announced pending acquisitions.
This presentation reflects estimates that USAi is comfortable releasing to
analysts and the public as of the date hereof.
Prepared 12/17/01 - Read important disclaimer.
Slide 14: Important
USA Networks, Inc. ("USA") and Expedia, Inc. ("Expedia") have filed a joint
prospectus/proxy statement and will file other relevant documents concerning
USA's acquisition of Expedia with the Securities and Exchange Commission
("SEC"). INVESTORS ARE URGED TO READ THE JOINT PROSPECTUS/PROXY AND
INFORMATION STATEMENT AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED
IN THE FUTURE WITH THE SEC BECAUSE THOSE DOCUMENTS CONTAIN IMPORTANT
INFORMATION. Investors will be able to obtain such documents free of charge
at the SEC's website at www.sec.gov. In addition, such documents may also be
obtained free of charge by contacting USA Networks, Inc., 152 West 57th
Street, New York, New York, 10019, Attention: Investor Relations, or Expedia,
Inc., 13810 SE Eastgate Way, Suite 400, Bellevue, WA 98005, Attention:
Investor Relations.
Prepared 12/17/01 - Read important disclaimer.
Slide 15: Important
USA will file a proxy statement and other relevant documents concerning
USA's contribution of its Entertainment Group to a joint venture with
Vivendi Universal with the Securities and Exchange Commission ("SEC").
INVESTORS ARE URGED TO READ THE PROXY STATEMENT AND ANY OTHER RELEVANT
DOCUMENTS FILED OR TO BE FILED IN THE FUTURE WITH THE SEC BECAUSE THOSE
DOCUMENTS CONTAIN IMPORTANT INFORMATION. Investors will be able to obtain
such documents free of charge at the SEC's website at www.sec.gov. In
addition, such documents may also be obtained free of charge by contacting
USA Networks, Inc., 152 West 57th Street, New York, New York, 10019,
Attention: Investor Relations.
USA and its directors and officers may be deemed to be participants in the
solicitation of proxies from USA shareholders to adopt the agreement
providing for USA's contribution of its Entertainment Group to a joint
venture with Vivendi Universal. A detailed list of the names and interests
of USA's directors and executive officers is contained in the definitive
proxy statement on Schedule 14A filed by USA with the SEC on April 9, 2001.
Copies of USA filings may be obtained free of charge at the SEC's website at
www.sec.gov.
Prepared 12/17/01--Read important disclaimer.