Adaptec to Acquire Worldwide Network-Attached Storage Volume Leader, Snap Appliance

Adaptec, Inc. (NASDAQ: ADPT), a global provider of storage solutions, and Snap Appliance, Inc., the worldwide volume leader in network-attached storage (NAS) solutions, announced today the signing of a definitive agreement for the acquisition of Snap Appliance.

Adaptec's purchase price, including future cash and stock compensation, is expected to be approximately $100 million. This amount represents approximately $91 million of cash and $9 million of assumed stock options. Adaptec expects the transaction to generate more than $40 million in new revenue over the next four quarters and the acquisition is expected to be accretive to Adaptec by the end of this calendar year.

"Together, Adaptec and Snap Appliance have strong synergies that we plan to capitalise on to create a unique leader in the storage industry - one that can deliver solutions for businesses of almost any size and requirements, almost any existing infrastructure, anywhere in the network, all managed by a common software management platform and enhanced by value-added software applications for a variety of key business needs," said Robert N. Stephens, president and CEO of Adaptec.

This transaction further demonstrates Adaptec's aggressive expansion in the external storage market and its ongoing commitment to deliver cost-effective, scalable and easy-to-use direct-attached storage (DAS), NAS, Fibre Channel and IP-based storage-area network (SAN) solutions from the workgroup to the data center.

With this acquisition, Snap Appliance CEO, Eric Kelly, will continue to manage the business, reporting directly to Mr. Stephens. The transaction enables Adaptec to create a new division focused on the development and delivery of storage systems.

"This is an exciting transaction for both companies in that it rapidly expands the breadth of our storage product portfolio, builds on our leadership in key storage markets and enables us to leverage additional resources and economies-of-scale," said Eric Kelly, CEO of Snap Appliance. "As a new division of Adaptec, Snap Appliance will remain committed to providing simple, value-priced storage solutions to customers - from the workgroup to the enterprise - solving business needs today with the ability to easily expand storage functionality to meet future demands."

Snap Appliance adds to the Adaptec product portfolio the ability to manage both block and file data with its GuardianOS software platform, delivering greater flexibility and ease-of-use to enterprise customers. With its strong global channel, Snap Appliance has shipped more than 150,000 Snap Servers worldwide, resulting in customer installations at 60 percent of the Fortune 500 companies as well as coverage throughout diverse industries including automotive, chemical, utilities, banking, industrial and pharmaceutical, as well as in government and education.

"The combination of Adaptec and Snap Appliance achieves one of the most well rounded, and broadly distributed, global sales channels in the storage industry today," said Stephens.

The transaction is pending the Federal Trade Commission's Hart-Scott-Rodino Act (HSR) review and is expected to close by the end of the month. A list of additional questions and answers is available at Adaptec will discuss additional financial terms of the agreement during its Q1 FY05 conference call on July 29, 2004.

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