Pinnacle Systems (NASDAQ:PCLE)
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Avid Technology, Inc. (NASDAQ: AVID) and Pinnacle
Systems, Inc. (NASDAQ: PCLE) today announced that the European
Commission has cleared Avid's proposed acquisition of Pinnacle. With
this final regulatory clearance, the parties expect to complete the
acquisition on August 9, 2005.
"Now that we have cleared regulatory review in Europe, we can
complete the transaction and begin moving ahead with our plans for the
combined company," said David Krall, Avid's president and chief
executive officer. "Over the past few months, we have developed an
integration plan that leverages our respective talents and
technologies. Following next week's scheduled closing, we look forward
to putting that plan into effect to capitalize on the opportunities
that will result from the strength of this combination."
Upon the closing of the acquisition next week, Pinnacle
shareholders will receive approximately 6.2 million shares of Avid
stock and approximately $71 million in cash.
IMPORTANT ADDITIONAL INFORMATION FILED WITH THE SEC
Avid Technology, Inc. has filed with the SEC a Registration
Statement on Form S-4 (Commission File No. 333-124475) in connection
with the proposed acquisition of Pinnacle Systems, Inc. by Avid, and
Avid and Pinnacle Systems, Inc. have filed with the SEC and mailed to
their respective stockholders a Joint Proxy Statement/Prospectus in
connection with the transaction on or about June 16, 2005. The
Registration Statement and the Joint Proxy Statement/Prospectus
contain important information about Avid, Pinnacle, the transaction
and related matters. Investors and security holders are urged to read
the Registration Statement and the Joint Proxy Statement/Prospectus
carefully.
Investors and security holders are able to obtain free copies of
the Registration Statement and the Joint Proxy Statement/Prospectus
and other documents filed with the SEC by Avid and Pinnacle through
the web site maintained by the SEC at www.sec.gov.
In addition, investors and security holders are able to obtain
free copies of the Registration Statement and the Joint Proxy
Statement/Prospectus and other documents filed with the SEC from Avid
by contacting Dean Ridlon, Investor Relations Director for Avid at
telephone number 978.640.5309, or from Pinnacle by contacting Deborah
B. Demer of Demer IR Counsel, Inc. at telephone number 925.938.2678,
extension 224.
Forward-looking Statements
Some statements in this press release may be "forward-looking
statements" for the purposes of the Private Securities Litigation
Reform Act of 1995. These forward-looking statements are subject to
risks and uncertainties that may cause actual results to differ
materially from those indicated in the forward-looking statements,
including but not limited to: (i) the possibility that the transaction
will not close or that the closing will be delayed; (ii) the
challenges and costs of assimilating the operations and personnel of
Pinnacle; (iii) the ability to attract and retain highly qualified
employees; (iv) competitive factors, including pricing pressures; (v)
reaction of customers of Pinnacle and Avid and related risks of
maintaining pre-existing relationships of Pinnacle; (vi) fluctuating
currency exchange rates; (vii) adverse changes in general economic or
market conditions, particularly in the content-creation industry; and
(viii) other one-time events and other important factors disclosed
previously and from time to time in Avid's and Pinnacle's filings with
the SEC and more specifically set forth in the Joint Proxy
Statement/Prospectus filed with the SEC. The parties disclaim any
obligation to update any forward-looking statements after the date of
this press release.
About Avid Technology, Inc.
Avid Technology, Inc. is a world leader in digital nonlinear media
creation, management, and distribution solutions, enabling film,
video, audio, animation, games, and broadcast professionals to work
more efficiently, productively, and creatively. For more information
about the company's Oscar(R), Grammy(R), and Emmy(R) award-winning
products and services, please visit: www.avid.com.
About Pinnacle Systems, Inc.
Pinnacle Systems provides broadcasters and consumers with
cutting-edge digital media creation, storage, and play-back solutions
for use at Home, at Work and on the Air. Pinnacle Systems' award
winning digital media solutions are in use around the world for
broadcast, video editing, DVD and CDR authoring and on the Internet. A
recognized industry leader, the company has received nine prestigious
Emmy Awards for its technical innovations and carries this commitment
throughout all of its product lines.
(C) 2005 Avid Technology, Inc. All rights reserved. Avid,
Digidesign, Film Composer, and Pro Tools are either registered
trademarks or trademarks of Avid Technology, Inc. in the United States
and/or other countries. Avid received an Oscar statuette representing
the 1998 Scientific and Technical Award for the concept, design, and
engineering of the Avid(R) Film Composer(R) system for motion picture
editing. Digidesign, Avid's audio division, received an Oscar
statuette representing the 2003 Scientific and Technical Award for the
design, development, and implementation of its Pro Tools(R) digital
audio workstation. Oscar is a trademark and service mark of the
Academy of Motion Picture Arts and Sciences. Emmy is a registered
trademark of ATAS/NATAS. Grammy is a trademark of the National Academy
of Recording Arts and Sciences, Inc. All other trademarks contained
herein are the property of their respective owners.