3Dfx Interactive To Acquire Gigapixel Corporation; Company Announces Growth Vision Based On Leading The Era Of Visual Communications

Acquisition enables 3DFX to bring high-quality 3D graphics to emerging platforms.

Posted by Staff
Acquisition enables 3DFX to bring high-quality 3D graphics to emerging platforms including set-top boxes, internet appliances, game consoles and PDA's through
new core technologies and licensing


3DFX and GigaPixel executives will host a teleconference to discuss the
details of this agreement and answer questions today at 5:30 p.m. EST (2:30 p.m. PST). Press and analysts may join the teleconference by dialing 1-800-446-1949. Individual investors may listen to the teleconference by accessing www.vcall.com. A full recording of the briefing can be accessed by calling 1-888-843-8996, passcode 2188858. Additionally, the company will be holding a briefing in NYC on Tuesday, March 28th. For details of this briefing, please contact Doug Poretz at (703) 506-1778 x222.

3DFX Interactive Inc, a global leader in developing and marketing 3D technology for personal computers, today announced that it has entered into a definitive agreement to acquire the privately-held GigaPixel Corporation of Santa Clara, CA
for approximately $186 million, to be paid in approximately 15.6 million 3DFX common shares and options.

GigaPixel, founded in 1997, specialises in the design, development and licensing
of 3D core technology. Designed to dramatically reduce the memory bandwidth and high gate count designs traditionally required for 3D acceleration, the GigaPixel technology for the first time enables high quality 3D display capabilities in low power, cost sensitive environments.

"We are on the verge of an exciting new era of 3D display capabilities, " said Dr Alex Leupp, president and CEO of 3DFX Interactive. "The graphical displays on today's PDAs, cell phones, internet appliances, etc. are lacklustre at best. With this transaction, we are now positioned to be the leader in providing
advanced 3D technology to enable the era of true three-dimensional visual communication for all consumer electronics devices."

STRATEGIC BENEFITS OF ACQUISITION:

"3DFX will benefit in three significant ways from this transaction," said Leupp.

"First of all, we gain very broad and specialised intellectual property and
design expertise relating to unique techniques for performing 3D rendering. When combined with our existing 3D technology, we believe we will have substantial
performance, feature, and visual quality advantages for our future offerings."

"We view the GigaPixel technology as a disruptive capability in the 3D market," said Scott Sellers, founder and chief technology officer of 3DFX Interactive. "By reducing memory bandwidth requirements by up to a factor of 10, we can now perform true 32-bit full-scene anti-aliased rendering at previously unseen
performance levels. This technology is not theoretical - it is real and exists in GigaPixel prototype silicon right now. Furthermore, we can now render in 3D at substantially reduced power requirements and cost points, thereby enabling a new class of 3D capable devices in the consumer electronics market."

"The second key benefit of this transaction is an expansion of our target markets," Leupp said. "With the GigaPixel technology and existing business relationships, we expect to be the leader in providing 3D cores and intellectual property to our partners leading the market with 3D capable consumer devices.
These 3D capable consumer devices will usher in the era of three dimensional visual communications."

"The third key benefit of this transaction is access to a team of over 40 engineers skilled in 3D design and algorithm expertise," he said. "This will augment our existing engineering staff and allow us to produce highly innovative products on a rapid schedule. In many ways, this acquisition is about speed,"
Leupp continued. "We will increase the speed we bring products to market by being able to leverage the talented GigaPixel engineering team and their state of the art design methodology. We will also increase the speed at which we
increase the performance levels of our products by utilising the unique
GigaPixel 3D technology. And we will increase the speed at which we provide solutions for new emerging consumer electronics markets to augment our existing PC 3D accelerator business."

NEW CORPORATE BUSINESS MODEL:

"We have spent a considerable amount of time examining the market dynamics and
requirements for the emerging consumer electronic devices," said Leupp. "What we have come to recognise is that there is a substantial opportunity to enable
graphics differentiation by providing high quality 3D display capabilities in low-power and low cost form factors. This is a tremendous growth opportunity, and it is a market that is presently largely untapped."

"But we also recognise that we have to be realistic about our amount of
engineering resources, and therefore it is not feasible to build specific chip-level products for the variety of consumer electronic 3D applications. We believe the successful long-term strategy for this emerging market includes the
licensing of 3D core technology and intellectual property to our partners who will then integrate our technology into their application-specific designs."

"Therefore, moving forward we will continue to innovate and deliver compelling chip and board level solutions for our base business in the PC and Mac markets, but we will augment this business by an aggressive 3D core licensing program targeted at the emerging consumer electronic devices requiring advanced 3D
acceleration. We believe this hybrid product/licensing strategy is unique to our market segment and will provide us with substantial growth opportunities in the future."

"The combined company will significantly change the competitive landscape of the graphics industry," said George Haber, president and CEO of GigaPixel Corporation. "Our unique business model of building products for existing PC and Mac markets, combined with licensing low-power, high-quality 3D graphics cores to address the new suite of emerging electronic devices, is one which we are uniquely qualified and positioned to successfully address."

FINANCIAL OVERVIEW OF THE TRANSACTION:

Under the terms of the agreement, 3DFX will acquire all outstanding shares and options of GigaPixel for approximately $186 million, to be paid in approximately 15.6 million common shares and options of 3DFX. The acquisition will be a
tax-free reorganisation, and will be accounted for as a purchase. The
transaction is expected to close in the third quarter of 3dfx's fiscal year
2001, subject to various conditions including customary regulatory approvals and approval by the shareholders of both companies. Furthermore, George Haber,
president and CEO of GigaPixel, will join the 3DFX board of directors.