On November 3, 1999, the Company’s Board of Directors adopted a rights plan intended to protect shareholder interests in the event the Company becomes the subject of a takeover initiative that the Company’s Board of Directors believes could deny the Company’s shareholders the full value of their investment. This plan does not prohibit the Board from considering any offer that it deems advantageous to its shareholders.

The rights were issued to each common shareholder of record on October 28, 1999, and will be exercisable only if a person acquires, or announces a tender offer that would result in ownership of, 15 percent or more of the Company’s outstanding Class A and Class B common stock. The initial exercise price will be $24.00 per right. The rights will expire on October 28, 2009, unless redeemed or exchanged at an earlier date.