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Technology Stocks : Ascend Communications (ASND) -- Ignore unavailable to you. Want to Upgrade?

To: Jeffrey L. Henken who wrote (24716)	11/26/1997 12:29:00 AM
From: Gary Korn	Read Replies (1) \| Respond to of 61433

CPQ/NETWORKING article #7 (see BOLD): 4/11/97 M2 Presswire (Pg. Unavail. Online) 1997 WL 10364775 M2 Presswire Copyright 1997 Information Access Company. All rights reserved. Friday, April 11, 1997 COMPAQ: Compaq reaches agreement to acquire Microcom M2 PRESSWIRE-11 April 1997-COMPAQ: Compaq reaches agreement to acquire Microcom (C)1994-97 M2 COMMUNICATIONS LTD RDATE:100497 * Advances Compaq's evolution of communication products business * Allows end-to-end high-performance modem and ISDN connectivity As another bold step to broaden its communication products lineup, Compaq Computer Corporation (NYSE:CPQ) today announced it has reached a definitive agreement to acquire Microcom, Inc. (NASDAQ: MNPI), a maker of remote access technologies and solutions. A wholly owned subsidiary of Compaq will promptly commence a tender offer to acquire all of the outstanding shares of Microcom, Inc. for $16.25 per share in cash, representing an aggregate approximate purchase price of $280 million. Microcom's Board of Directors and management team have approved the acquisition and will recommend shareholder acceptance. "Development of the strategically important and rapidly growing remote access market is a top priority in Compaq's move to expand its communication products business," said Alan Lutz, Senior Vice President and General Manager, Communication Products Group, Compaq. "Combining Microcom's superb modem and access technologies with Compaq's renowned experience in NT platforms allows us to drive remote access price/performance advancements just as we have done in the NT server market. We believe the joint synergy will allow us to offer our customers the most attractive connectivity solutions. With Microcom, we can now deliver complete end-to-end high-performance modem and ISDN(1) connectivity -- solutions with both high connect rates(2) and high throughput(3)," Lutz said. Compaq is the number one worldwide market share leader in servers and the number four worldwide market share leader in client modems(4). "Microcom has been a standards-setter and technology pioneer in remote access," Lutz continued. "A generation of computer users has taken advantage of its well-engineered hardware and software solutions to connect -- remotely by telephone -- their PCs to their networks. Combining this with Compaq's distribution and marketing strength yields a potential world class market force. The Microcom acquisition further enhances our goal of bringing access to our customers, connecting people with people and people with information," he concluded. Lew Bergins, who will continue as President of the wholly owned subsidiary stated, "The synergies between the two companies are very strong. This combination permits Microcom to be more competitive in achieving the highest quality products and cost effectiveness." Completion of the transaction is subject to certain conditions, including clearance under the Hart-Scott-Rodino Antitrust Improvements Act. Following the successful completion of the offer, all of the remaining shares of Microcom will be acquired pursuant to a merger. A remote access server provides the link between a local area network (LAN) and the many remote PC users who need to connect to the LAN by modem. The server usually has many, many telephone lines (ports) plus the connection to the LAN. It requires special hardware and software to make the remote connections both fast and secure. The demand for remote access servers is expected to grow dramatically from $3.0 billion in 1996 to $8.3 billion in 2000(5) concurrent with the growth of the Internet, telecommuting and portable computing. Company Background Compaq Computer Corporation, a Fortune 100 company, is the fifth largest computer company in the world and the largest global supplier of personal computers, delivering useful innovation through products that connect people with people and people with information. The company is an industry leader in environmentally friendly programs and business practices. Compaq is strategically organized to meet the current and future needs of its customers, offering Internet and enterprise computing solutions, networking products, commercial PC products and consumer PCs. As the leader in distributed enterprise solutions, Compaq has shipped over a million servers. In 1996, the company reported worldwide sales of $18.1 billion. Compaq products are sold and supported in more than 100 countries through a network of authorized Compaq marketing partners. Customer support and information about Compaq and its products can be found at compaq.com or by calling 1-800-OK-COMPAQ. Product information and reseller locations can be obtained by calling 1-800-345-1518. Headquartered in Norwood, Mass., Microcom is a worldwide leader in providing central site and remote access solutions to OEMs, Internet service providers, regional Bell operating companies, corporations, universities and individual mobile PC users. The company's products enable users to access and communicate with corporate Local Area Networks (LANs), the Internet, intranets and online services from remote locations. Microcom's products and technologies include modems, central site systems, OEM solutions, network security, network management, remote access and remote control software. 1. Integrated Services Digital Network 2. "Connect rate" is the percentage of all connection attempts that succeed. 3. "Throughput" is the amount of information that is passed through the connection. 4. Compaq estimates compiled from various sources. 5. Compaq estimates compiled from various sources. M2 COMMUNICATIONS DISCLAIMS ALL LIABILITY FOR INFORMATION PROVIDED WITHIN M2 PRESSWIRE. DATA SUPPLIED BY NAMED PARTY/PARTIES.

To: Jeffrey L. Henken who wrote (24716)	11/26/1997 8:07:00 AM
From: Pullin-GS	Respond to of 61433

In all honesty, I dumped long, rode the NN short for about $1, and bailed. Was not worth the heartburn. It was just to risky going against the grain at the time. :-( No recommendations from me today. I don't often give them. But here are some observations that you probably have noted already: OZON was a day-trade for me. Just a GREAT momentum play fueled by a great rumor. I sold 10 minutes before close on the day I bought. I don't know much about them...except that they have compitition, and a hot concept/product right now. I don't plan on holding OZON as an investment. As far as NN is concerned....they are feeling the Networker squeeze that everyone else has felt for some time now. I would not add to my position (if I held). It would be a bad time to sell, except maybe in the morning. That is a tough call to make when holding after an earnings report. So for a long term perspective...it may be best to just wait out the effects of earnings, and then re-evaluate a position in NN. Not implying sell or buy....just study NN and how it sits in the current market overal and relative to the other networkers. I'm holding only 4 stocks long right now (not including some paper that I plan to loss-sell next year....2 casualties of poor-judgement/aggressive-short-term-investing<G>). AT&T, CISCO, Infoseek, INDV). Regards, Paul