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Creative's subsidiary, CSW Acquisition Corporation, bought 2,716,187 validly tendered Cambridge SoundWorks stocks and has united with Cambridge SoundWorks which makes Cambridge SoundWorks a wholly-owned subsidiary of Creative.
Creative reported that after buying the tendered shares on Thursday, December 4, 1997 for $10.68 per share, overwhelmingly possessed roughly 95% of the outstanding shares of Cambridge SoundWorks.
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The merger has been completed on Friday, December 5, 1997, as stated by the short-form merger terms of the Massachusetts General Corporation Law. Stockholders who didn't tender their shares in the deal will be given a letter of transmittal with instructions for getting the10.68 per-share cash payment.
Cambridge SoundWorks is the renowned speaker maker and retailer famous for its high performance home theatre, home stereo and car stereo speaker programs in addition to its critically acclaimed multimedia speakers. The multimedia speakers -- MicroWorks(TM), SoundWorks(R) and recently constructed PC Works(TM) -- utilize premium-quality, amplified subwoofer/satellite speaker technologies originated from the organization's many years of expertise in the house audio enterprise. These speakers provide a wide-range of genuinely persuasive, phenomenally clear audio -- such as sharp highs, a wealthy mid century and bass -- all with a remarkably small footprint and at exceptionally reasonable rates.
"We're truly happy now that Cambridge is a full size portion of the Creative staff," said Sim Wong Hoo, chairman and chief executive officer of Creative Technology Ltd. "With the combined strengths of both businesses, Creative now has all of the components needed to supply an entirely new and exciting concept in PC sound -- an infinite, immersive, vibrant sound experience Creative calls 'ecological sound' The merger also gives us the chance to provide excellent audio experiences at quite attractive mass market rates."
"Mixing the Creative household permits us to fortify our position as an innovative producer of home stereo, home theater and car stereo products, and assists us to attain our objective of becoming the world's top supplier of multimedia speakers to your PC," stated Thomas J. DeVesto, president and chief executive officer of Cambridge SoundWorks. "We plan to advance the art of speaker design to another level and to explore innovative methods of converging computer multimedia technologies with speaker technologies to make the most realistic, including noise experience for our clients."
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Cambridge SoundWorks' provides the most critically acclaimed multimedia speakers from the consumer electronics and computer sectors. The organization's MicroWorks system lately obtained PC Computing magazine's "MVP" Award for 1997, Computer Gaming World's "4 / Star Award," and the "Editor's Choice" Award from PC Gamer magazine. The SoundWorks system obtained PC Computing's "Best" Award as well as the "Editor's Choice" Award from Macworld Magazine.
Cambridge SoundWorks produces 33 distinct models of home stereo, car stereo, home theater and video speakers. Its speakers and audio systems can also be sold via the organization's retail stores and via its nationwide catalogue.
Creative Technology Ltd. is the world's top supplier of innovative multimedia solutions for personal computers, such as audio, images, communications and video conferencing solutions. The organization's Sound Blaster(R) technologies was accepted as the global standard audio platform for PCs, and the organization's global distribution system is one of the most extensive in the multimedia sector. Creative relies on improving the overall user experience by offering strong, empowering, high-value technologies for the mass market.
Except for the historical information contained herein, the matters set forth herein (including advice on prospective products, future advertising campaigns, and future earnings, margins, expenses and earnings). Such risks and uncertainties include, among others: potential fluctuations in quarterly results due to the seasonality of Creative's business and the difficulty of projecting such fluctuations; discounts on the market value of merchandise sold by Creative, including increases in distribution or declines in demand or prices to CD-ROM or DVD drives, board and chip-level goods, and applications products; the brief product cycles that characterize most of Creative's products; the increasing proliferation of sound functionality in new products from new competitors and at the application software, chip and operating system levels;
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Creative's reliance on sole sources for a lot of its chips and other important components; the timely development, ramp, delivery and market acceptance of new products, including Creative's next generation audio chips, along with its own graphics accelerator, video conferencing, CD-ROM and DVD drives, DVD encoder cards, communications and Internet-related goods; the access to working funding on acceptable terms; the volatility of share prices for companies in Creative's industry and the effect of those prices or other events beyond Creative's control; along with other risk factors described in Creative's filings with the Securities and Exchange Commission within the last twelve months.
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