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Transactions

February 2006
East Sussex, England
has been acquired by
Norwalk, Connecticut


Background

europrospectus.com Ltd. based in East Sussex UK, was founded in 1997 by Marc ter Kuile, a former capital market professional – and funded by one of Europe's leading private capital firms HAL Investments B.V. of Amsterdam.  The Company grew rapidly - offering a clause- and field-searchable data base of debt, equity, warrant and m&a prospectuses issued by firms worldwide along with software tools that allowed customers to obtain fast, easy access to the database. In late 2003, HAL and Mr. ter Kuile agreed that the best way to achieve the goals of the Company’s investors, employees and customers would be to see if there were appropriate strategic partners for Europrospectus.  They engaged M&A as their exclusive strategic and financial advisor.



Overview

On February 17th, 2006, europrospectus was acquired by FactSet Research Systems, Inc. (NYSE: FDS) a leading provider of global financial and economic information. The purchase price was about 2.5x europrospectus's 2005 revenue. The acquisition allowed FactSet to add over 250,000 global prospectuses to FactSet’s growing database of proprietary content, and strengthened FactSet’s product line for the international legal and investment banking communities.

M&A Role

M&A was pleased with the role it played in identifying and developing multiple options for the Company and keeping the m&a process moving forward during some challenging periods - This was a process that stretched over two years. An initial deal was negotiated, agreed, and then terminated after the parties could not agree on some important terms. A second deal was negotiated agreed, and then put on "hold" when the prospective buyer itself entered into negotiations and was ultimately acquired.

Ultimately M&A was able to help europrospectus join with a very high-quality firm, while at the same time helping the Company's owners to receive a price that was well in excess of their expectations.

Press

FactSet Research Systems Acquires europrospectus.com limited

February 27, 2006

FactSet Research Systems Acquires europrospectus.com limited
Monday February 27, 5:00 pm ET

NORWALK, Conn.--(BUSINESS WIRE)--Feb. 27, 2006--FactSet Research Systems Inc. (NYSE: FDS), a major supplier of computer-based financial and economic data to the investment community, today announced that it has completed the acquisition of europrospectus.com limited.

europrospectus.com was formed in 1997 to collect and provide quick access to hard-to-find equity, fixed income and derivatives prospectuses. The service offers full text, clause and field searching on debt, equity and warrant prospectuses, programs, pricing supplements and M&A transactions. The global, web-based service (www.europrospectus.com) is used by investment banks, law firms, asset managers and other professionals in the international capital markets.

About FactSet
FactSet Research Systems Inc. is a leading provider of global financial and economic information, including fundamental data on tens of thousands of companies worldwide. Combining more than 200 databases into its own dedicated online service, the Company also provides the tools to download, combine and manipulate the data for investment analysis. The Company, headquartered in Norwalk, Connecticut, was formed in 1978 and now conducts operations from more than twenty-two locations worldwide including Boston, New York, Chicago, San Mateo, London, Tokyo, Hong Kong, Sydney and Frankfurt. FactSet is a registered trademark of FactSet Research Systems Inc.

About europrospectus.com
Headquartered in East Sussex, England, europrospectus.com was set up in 1997 to provide quick and precise access to hard-to-find prospectuses and clauses within them, via text, field and clause searches. The global service (www.europrospectus.com) is now being used by investment banks, law firms and other professionals in the international capital markets. europrospectus.com can offer its service for internal use only, or to be incorporated within a client's extranet, or both.

About Marlin & Associates
Marlin & Associates (M&A) initiated this transaction and acted as exclusive advisor to europrospectus.com. M&A is a specialized investment banking advisory and consulting firm providing transaction advice and services to middle-market firms in the media, technology, information and business services sectors. The firm is based in New York City and Washington DC. www.MarlinAndAssociates.com

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