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Bye Bye Greenlight.com...Pretty Spin Aside ...Another one Bites The Dust

    LOS ANGELES--Jan. 31, 2001--

    CarsDirect.com Gains Market-Leading Dealer Partners, Exclusive Alliance With Amazon.com, Key Auto Industry Leader as New Board Member

    CarsDirect.com, the leading direct online automotive provider, today announced that the company has agreed to acquire Greenlight.com, the fast-growing online car buying service partnered with Amazon.com .
    The merger, which will fully integrate Greenlight.com operations under the CarsDirect.com banner, extends CarsDirect.com's lead as the largest independent multi-brand online car buying service. Terms of the transaction were not disclosed.
    By combining resources, the company will unite four of the nation's largest dealer groups within the CarsDirect.com national dealer network, bringing the total number of CarsDirect.com priority dealers to almost 3,000.
    The acquisition will also reinforce the company's continued commitment to building strong dealer relationships by adding another key automotive executive to CarsDirect.com's board of directors, Brian Kendrick of Asbury Automotive. In addition, the acquisition will significantly extend CarsDirect.com's marketing reach and growth potential through exclusive partner relationships with Amazon.com and AutoTrader.com.
    "With the acquisition of Greenlight.com, we are solidifying and extending our leadership position in the online car buying business," said Bob Brisco, CEO, CarsDirect.com. "CarsDirect.com pioneered direct online car buying, and we continue to lead the industry evolution through technological innovation, consumer advocacy, intelligent investment and partnerships with top automotive retailers. As the largest multi-brand online car buying service, CarsDirect.com is the number one choice for online consumers who demand objectivity, superior service, great selection and guaranteed low, upfront pricing."
    "By combining the strengths and resources of our two companies, we're delivering a home run for dealers, partners, investors and, most importantly, consumers," said Joel Manby, CEO of Greenlight.com. "CarsDirect.com and Greenlight.com have always shared a vision of transforming the car buying process into a pain-free and enjoyable experience, designed around clear consumer preferences. Both our business philosophies and practices were developed to help achieve this goal. The consolidation now enables a critical next step -- the creation of a clear market leader with the world-class services, resources, marketing power and the superior dealer network needed to truly delight the growing number of online car buyers."
    According to Gomez, market potential for online car buying remains enormous: the firm estimates that some 10 million consumers will initiate an automobile transaction online by 2004, with new vehicles representing more than half that number -- an overall revenue opportunity approaching $200 billion. On the financing side, Killen & Associates forecasts that 40 percent of auto loans will be booked online by 2005.
    "Asbury Automotive initiated the development of Greenlight because it recognized early on that the dealer would be integral to a successful Internet distribution model," said Brian Kendrick, president and CEO of Asbury Automotive. "Today's transaction is a logical next step and validates that the Internet continues to evolve as an important sales channel in automotive retail. We're excited by the prospects that the CarsDirect/Greenlight combination will bring to Asbury's dealerships."
    Immediately upon closing of the acquisition, Kendrick will be added to the CarsDirect.com board of directors. Kendrick joins Roger Penske, chairman of UnitedAuto and Gerald Greenwald, former vice chairman of Chrysler and CEO of United Airlines, as well as idealab! principals Bill Gross and Howard Morgan, who formed the company in 1998.
    "By incorporating Greenlight and adding new portal partners, CarsDirect.com's marketing reach now extends broader and deeper," said Penske. "We applaud this strategic move, because UnitedAuto Group and Penske Automotive Group dealers will be able to reach more qualified customers than ever before."
    Commenting on the decision to combine efforts, Bill Price, senior vice president of Amazon.com, said: "We're excited to continue our affiliation with this rapidly evolving online industry. The strength of the combined network and the simplicity and convenience of the service will ensure an even better shopping experience for our more than 29 million customers."

    Leadership Position Solidified via Key Synergies

    Greenlight.com was founded in 1999 by Asbury Automotive, the nation's largest privately held national automotive dealer group, and top Silicon Valley venture capital firm Kleiner Perkins, Caufield & Byers.
    "We continue to see tremendous potential for the click-and-mortar business model, and believe that the alliance of CarsDirect.com and Greenlight.com brings together all the right elements for tremendous long-term success," said Russ Siegelman, partner at Kleiner Perkins, Caufield & Byers.
    Specifically, by acquiring Greenlight.com, CarsDirect.com will:

--  Gain top automotive group retailers in addition to its existing
    relationship with UnitedAuto Group/Penske Automotive Group. These
    new partners include Asbury Automotive, with more than 100 dealers
    throughout the country, representing virtually all makes and
    models of cars; Hendrick, the nation's sixth largest automotive
    retailer with 61 franchises and 48 dealerships in 10 states; and
    Sonic Automotive, with 168 franchises.

--  Become the new exclusive preferred partner of Amazon.com, enabling
    CarsDirect.com to reach Amazon.com's 29 million experienced online
    shoppers. This adds to the company's marketing reach and builds
    upon CarsDirect.com's existing partnerships with Autoweb.com,
    Edmunds, and Kelley Blue Book.

--  Add an alliance with AutoTrader.com, the leading Internet
    destination in the United States for buyers and sellers of used
    cars and for consumers seeking information regarding automotive
    products.

--  Experience accelerated growth and operating efficiencies, such as
    increased traffic, increased sales through aggregation, and
    purchasing efficiencies through combined marketing budgets.

--  Provide an enhanced consumer experience through expanded sourcing
    of vehicles from a more extensive dealer network, closer
    relationships with the nation's leading automotive retailers, and
    additional technology infrastructure resources to meet consumer
    need for increased site features and functionality.


    About CarsDirect.com

    Los Angeles-based CarsDirect.com is the leading multi-brand online car buying service, providing new automobiles and related products and services, such as loan and lease financing and in-demand aftermarket products including extended warranties.
    As the pioneer of the direct online car buying model, CarsDirect.com offers upfront pricing to consumers, who can research, price, order, purchase, insure and finance a vehicle online via an intuitive Web site that offers product information for nearly every make, model and style of new automobile available in the United States today. Shoppers can also simultaneously compare the specifications of competing vehicles.
    CarsDirect.com has received top awards and honors from Forbes Magazine, PC Computing, PC World, Time Digital, Yahoo! Internet Life and e-commerce authority, Gomez.
    The company is funded by idealab!, idealab! Capital Partners, UnitedAuto Group/Penske Automotive Group, Primedia Ventures, Foundation Capital, MSD Capital LP, Goldman Sachs, Morgan Stanley Dean Witter, Hambrecht & Quist, E*O Investors LLC, Oracle Corp., Liberty Digital, TMCT Ventures L.P, Hikari Tsushin and Soros Private Equity Partners LLC.

    About Greenlight.com

    Greenlight.com was founded in 1999 to bring to new car buying the same convenience, confidence and simplicity that online shopping has brought to other consumer goods. Greenlight.com has developed a true click-and-mortar model -- combining an online buying experience with the nation's strongest network of local dealers.
    Greenlight.com is backed by Kleiner Perkins, Caufield & Byers, a leading Silicon Valley venture capital firm, and Asbury Automotive, an automotive retail industry leader backed by Ripplewood Holdings and Freeman Spogli.