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Article #474 (635 is last):
From: aa700@cleveland.Freenet.Edu (Michael Current)
Newsgroups: freenet.sci.comp.atari.news
Subject: Atari Corp and JTS Corp to Merge  (press release)
Reply-To: aa700@cleveland.Freenet.Edu (Michael Current)
Posted-By: xx004 (Atari SIG)
Date: Tue Oct 22 21:16:03 1996


ATARI CORPORATION AND JTS CORPORATION TO MERGE 
Expands company interests to growing disk drive market

SUNNYVALE, Calif., February 13, 1996 -- Atari Corporation (AMEX: ATC) and JTS
Corporation today agreed to merge the two companies. Atari is the pioneer in
multimedia video entertainment and JTS is a manufacturer of computer disk
drives.

"This merger puts us in a great position to capitalize on a very experienced
management team and a rapidly growing disk drive market. JTS is using
innovative technology, particularly in the 3" disk drive market, and we are
excited about its prospects," said Jack Tramiel, Chairman of Atari.

"Our partnership gives us the ability to expand our capabilities and pursue
new opportunities," said Tom Mitchell, president and chief executive officer
of JTS. "Dataquest has predicted that 115 million disk drive units will be
shipped worldwide in 1996, and it is a great time for us to be participating
in this market," said Mitchell.

Terms of the Agreement

Under the terms of the agreement, the new corporation will operate under the
name of JTS Corporation and the officers of JTS will become the officers of
the merged company. The Atari entertainment business and the JTS disk drive
business will operate as separate divisions of the new merged company.

Atari has extended a bridge loan to JTS in the amount of $25,000,000. In the
event that the merger is not consummated, the bridge loan will be convertible
into shares of JTS Series A Preferred Stock at the option of Atari or JTS and
subject to certain conditions.

As a result of the transaction, Atari stockholders will hold approximately 60%
of the outstanding shares of the new company following the merger. The
transaction is structured to qualify as a tax-free reorganization and will be
accounted for as a purchase.

The board of directors of Atari and JTS have approved the definitive
agreement. The merger is subject to certain shareholder and regulatory
approvals and other conditions to closing. The parties anticipate the
transaction will close toward the end of the second calendar quarter of 1996.

JTS Management Team

JTS was formed in 1994 by Jugi Tandon, the company's current chairman of the
board. Tandon is well-known in the computer storage industry for his ability
to develop innovative products for the marketplace. Tandon will remain
chairman of the board of the new company.

Tom Mitchell was a cofounder of Seagate Technology and president and chief
operations officer of both Seagate and Conner Peripherals. Mitchell brings
unparalleled industry and operational experience in the high-volume disk drive
market. He is a pioneer in disk drive manufacturing in Singapore, Thailand,
China and India.

About Atari Corporation

For more than twenty years, Atari has provided consumers with high-quality,
value-priced entertainment. Atari markets Jaguar, the only American-made,
advanced 64-bit entertainment system and licenses and markets software in the
multi-platform, multimedia market. Atari is located in Sunnyvale, California.

About JTS Corporation

Founded in 1994, JTS Corporation develops and manufactures hard disk drives
for the computer industry. JTS has recently introduced its new 3" Nordic
product for the portable computer market. Headquartered in San Jose,
California, with manufacturing facilities in Madras, India, JTS employs 1,300
people worldwide.

The above statements regarding the disk drive industry and JTS' prospects are
forward looking statements and involve a number of risks and uncertainties.
Among the factors that would cause actual results to differ materially are the
following: business conditions and growth in the portable computer industry
and in the general economy; competitive factors, including pricing pressures;
availability of components from third parties; risks associated with
manufacturing of products in India or other overseas jurisdictions and risks
associated with JTS' ability to ramp its manufacturing operations, including
cost and yield issues.
-- 
Michael Current, 8-Bit Atari FAQ & Vendor/Developer Lists maintainer
   User groups: CAIN, SPACE, NWPAC / mailto:mcurrent@carleton.edu


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