Monster Worldwide Announces Sale of TMP Worldwide Advertising and Communications

Monster Worldwide, Inc. today announced the sale of its TMP Worldwide Advertising and Communications business in North America to Veronis Suhler Stevenson, a media-focused private equity and mezzanine capital fund management company. The sale includes all of the Company’s Advertising and Communications business in the United States and Canada, and completes the divestiture of Monster Worldwide’s global recruitment advertising agency business.

The transaction will allow Monster Worldwide and TMP Worldwide Advertising and Communications to focus more directly on their respective core competencies and drive the growth of their individual businesses. Monster Worldwide will focus its resources on the continued global expansion and growth of its online recruitment operations and the Monster brand. In turn, TMP Worldwide Advertising and Communications will build on and expand its role as a leading recruitment advertising agency, serving private and public sector clients, under the continued leadership of Michelle Abbey, who will become President and Chief Executive Officer of the new organization. Monster and TMP Worldwide Advertising and Communications will maintain a close working relationship and remain advocates for the continued expansion and advancement of the online recruitment advertising market.

TMP Worldwide Advertising and Communications played a key role in driving Monster’s early growth by encouraging its clients to leverage the power and efficiency of the Internet and thereby contributed to the broader secular shift to online recruitment, said Andrew J. McKelvey, Chairman and Chief Executive Officer of Monster Worldwide. The sale of our business in North America is consistent with the earlier divestments of our TMP Worldwide Advertising and Communications businesses in Europe and the Asia Pacific region. We are now at a point in Monster Worldwide’s evolution where future growth and expansion will be achieved by devoting our focus and resources to the significant growth opportunities in global online recruiting and to the development of our broader portfolio of online properties.

On behalf of TMP Worldwide Advertising and Communications, Abbey said, While we have always emphasized impartial media selection for our clients, our independence from Monster Worldwide further clarifies our strategy to provide the optimal, unbiased, integrated mix of online and offline solutions for our clients’ recruitment needs. That said, as a fully independent company, we anticipate maintaining a strong working relationship with Monster Worldwide and continuing to collaborate on a variety of recruitment campaigns.

The purchase price of the transaction is $45 million. Net proceeds after a working capital adjustment, taxes and transaction costs are expected to be approximately $25 million. The TMP Worldwide Advertising and Communications business in North America contributed $40.5 million in revenue and $6.2 million in operating income, or $0.03 per diluted share, for the six months ended June 30, 2006. Monster Worldwide’s most recent business outlook anticipated a $0.05-$0.06 per share contribution from this business in the seasonally strong second half of the year. The impact of the sale and operating results of the business will be recorded as discontinued operations and prior periods will be reclassified. Subject to the final determination of the working capital adjustment, transaction costs and related taxes, the Company anticipates recording a loss on the disposal in the range of $120 million to $130 million, which includes approximately $133 million of goodwill included in the net assets sold. Evercore Partners advised Monster Worldwide on the transaction.