Real Goods Merges with Gaiam

BROOMFIELD, Colo.--Real Goods Trading Corp. (NASDAQ:RGTC) has agreed to merge with Gaiam Inc. (NASDAQ:GAIA) in a stock exchange deal that is expected to total around $8.7 million. Under terms of the merger agreement, RGTC shareholders would each receive one share of GAIA class A common stock for each 10 shares of RGTC owned. Additionally, each RGTC shareholder will receive a $1 Gaiam products gift certificate for each RTGC shared owned, with a maximum award of $100 per person. The deal is expected to close in January 2001.

Both companies are multi-channel marketers in the environmental/sustainable products industry, which is expected to reach a market size of $227 billion this year in the United States. Real Goods has sold environmental and renewable energy products since 1978, with fiscal 2000 revenues estimated to be around $16 million. A majority of Real Goods' operations will be consolidated into Gaiam's infrastructure, but the Real Goods brand name will be preserved, as will Gaiam's proprietary products. The Real Goods Solar Living Center, a 12-acre, solar-powered, environmental and healthy living project in Hopland, Calif., will serve as a public relations tool for Gaiam. The center receives more than 150,000 visitors per year.

The two companies have similar missions and have sought for years to work together. "I'm glad our two companies have finally combined energies," said John Schaeffer, chairman and founder of Real Goods. Gaiam chairman and founder Jirka Rysavy praised Real Goods' environmental commitment and loyal customer base, while Schaeffer cited Gaiaim's executive depth, proprietary products and operational and marketing strengths as keys to the merger. "Together, we will be far stronger than Real Goods could be on its own," said Schaeffer.