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SAMSUNG TO MERGE WITH AST RESEARCH

IRVINE, Calif.-AST Research Inc. and Samsung Electronics Co. Ltd. of Seoul, South Korea, announced they have signed a definitive merger agreement under which Samsung will acquire all of AST’s outstanding shares not currently owned by Samsung or its affiliates at a price of $5.40 per share in cash.

The tender offer will begin April 21 and will expire at 5 p.m., May 19, unless extended. Pursuant to the merger agreement, if the tender offer is consummated, Samsung will be obligated to acquire any remaining AST shares in a cash merger at the same price paid in the tender offer.

The transaction’s value to stockholders is about $170 million, based upon a total of about 31 million shares of AST common stock not owned by Samsung or its affiliates, said the companies. Samsung and its affiliates currently own about 46 percent of the outstanding shares of AST common stock, and have options to own about 49 percent of the outstanding AST shares.

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