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Technology Stocks : Diamond Multimedia

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To: Philip W. Dunton, Jr who wrote (4469)6/22/1999 10:04:00 AM
From: Ram Seetharaman   of 4679
 
06/22 07:24 S3 Enters Internet Appliance and Home Networking Markets <DIMD.O>

S3 Enters Internet Appliance and Home Networking Markets Through Acquisition of Diamond Multimedia Systems Inc.
SANTA CLARA, Calif.--(BUSINESS WIRE)--June 22, 1999---S3(R) Incorporated (Nasdaq:SIII) today announced that it has entered into a definitive agreement to acquire Diamond Multimedia Systems, Inc. (Nasdaq:DIMD), a leading supplier of PC Multimedia and Internet connectivity solutions. In a strategic move to capitalize on high-growth areas, S3 expects to emerge as a key player in the Internet appliance and home networking markets. S3 also plans to maximize the two companies' multimedia strengths to become a total solutions provider (silicon, software and PC boards) for its graphics business.

"Today's announcement represents a significant strategic shift for S3, which was focused solely on the PC graphics market," said Ken Potashner, president and CEO of S3 Incorporated. "By merging the strengths of both companies, we intend to create a major force in the industry for Internet appliances, broadband communications, home networking and complete graphics solutions."

Added Potashner, "The acquisition is part of our ongoing strategic plan to return S3 to profitability and diversify into related high-growth areas. We are extremely pleased with the execution of our plan, which has included the successful launch of our Savage4 and Savage MX graphics products resulting in design wins with volume OEMs including Compaq, IBM, NEC/Packard Bell and Micron. We also are pleased with the company's financial improvements and expect these to accelerate based on our volume shipments."

"We are excited about the opportunity that we see in combining S3's highly tuned graphics engine and substantial financial resources with our strong graphics brand and channels and our Internet appliance, Internet connectivity and home networking growth businesses," said William J. Schroeder, president and CEO of Diamond Multimedia.

The company recently announced that it is scheduled to receive 252 million shares of United Microelectronic Corporation (UMC) stock, which is valued today at approximately $600 million based on current NT value and UMC trading price. This combined, with S3's current cash position of approximately $130 million, has the prospective combined company positioned to aggressively invest in new product opportunities.

Target product market growth areas include Internet appliances, where Diamond Multimedia is an industry leader with its well-known Rio MP3 music player, and home networking, where Diamond is a leader with its wireless and phoneline HomeFree product line. In addition, S3 and Diamond Multimedia intend to continue to aggressively invest in Diamond's DSL and cable modem programs.

Terms of the Agreement

Under the terms of the agreement, S3 will acquire Diamond Multimedia Systems in a purchase transaction in exchange for S3 common stock. Diamond shareholders will receive 0.52 shares of S3 common stock for each share of Diamond stock. S3 will assume Diamond's outstanding options. The deal is expected to close in October of 1999, subject to various conditions including customary regulatory approvals and approval by the shareholders of both S3 and Diamond Multimedia. The deal is expected to be tax-free. Diamond Multimedia has approximately 35.3 million shares outstanding.

About S3 Incorporated

One of the largest suppliers of graphics and video accelerators in the world, S3 Incorporated has established itself as a market leader in technology excellence, core business strengths, strategic partnerships and worldwide reach. Building on these strengths, S3 is committed to delivering targeted products for the Personal Computer, Computing Integration and Consumer Appliance Markets. The S3 web site address is www.S3.com.

About Diamond Multimedia

Diamond Multimedia is a leader in PC multimedia and Internet connectivity, providing advanced products that enable desktop computer users to create, access and experience compelling new media content from their PC's and through the Internet. Products include the Rio series of Internet audio appliances, the Stealth and Viper series of video accelerators, the Monster series of 3D gaming accelerators, the Fire series of professional graphics accelerators, the Supra series of modems, and the HomeFree line of home networking products. Diamond's common stock is traded on the NASDAQ under the symbol DIMD, and its web site address is www.diamondmm.com. The Company's Internet music portal site is at www.RioPort.com.

Except for historical information contained herein, the matters set forth in this press release, including statements as to S3's ability to emerge as a key player in the Internet appliance and home networking market, S3's ability to become a total solutions provider, S3's ability to obtain liquidity for its UMC shares, and the acceleration of financial improvements are forward-looking statements that are subject to risk and uncertainties, including the impact of competitive products and pricing and of alternative technological advances, the ability of S3 and Diamond to consummate their merger and to integrate their businesses in a timely and successful manner, the ability of the company's foundries to manufacture Savage4 products in a timely manner, market acceptance of each company's and their customers' new products, and other risks detailed from time to time in S3's and Diamond's SEC reports, including S3's and Diamond's Quarterly Reports on Form 10-Q for the three months ended March 31, 1999. S3 is a registered trademark of S3 Incorporated. The S3 corporate logo, Savage4 and Savage MX are trademarks of S3 Incorporated. Other marks referenced herein are the property of their respective owners.

--30--crd/sf*

CONTACT: S3 Incorporated

Press contact:

Kelly Morris

Corporate Communications 408/588-8023

or

Investor contact:

Eugene Anton

Investor Relations

408/588-8086

or

Diamond Multimedia Systems

Press contact:

Mary Medeiros

Public Relations

408/325-7350

or

Investor contact:

Jim Walker

Chief Financial Officer

408/325-7333 Today's News On The Net - Business Wire's full file on the Internet
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