Microsoft Completes Acquisition of Visio

REDMOND, Wash., Jan. 7, 2000 — Microsoft Corp. (Nasdaq “MSFT” ) today announced the completion of its acquisition of Seattle-based Visio Corp. for approximately $1.5 billion in stock.

Under terms of the acquisition, originally announced on Sept. 15, 1999, Visio will become the Visio Division operating within Microsoft’s Business Productivity Group led by Microsoft Group Vice President Bob Muglia. The Visio Division will retain its offices in downtown Seattle.

“We are thrilled to officially welcome Visio, a pioneer in delivering unique diagramming solutions to business and enterprise customers, to the Microsoft family of business products,” Muglia said. “Together, Microsoft and Visio will bring visualization and diagramming software to a broader range of customers while improving the ways knowledge workers can present their ideas.”

“This is an exciting day for all of us at Visio,” said Jeremy Jaech, president and chief executive officer of Visio Corp. “We look forward to being a part of Microsoft and to many opportunities and challenges as we focus on increasing and expanding the value that diagramming software can add to knowledge workers around the world.”

Jaech will become a vice president at Microsoft, managing the Visio Division and reporting to Muglia.

Visio shareholders will receive 0.45 shares of Microsoft common stock in exchange for each share of Visio common stock owned at today’s market close (1 p.m. PST). Partial shares will be paid in cash based on a Microsoft Average Closing Price of $107.41 as calculated under the merger agreement for each of the 20 trading days ending Dec. 31, 1999.

Microsoft today also announced the termination of its stock repurchase program. Accounting rules promulgated by the Securities and Exchange Commission preclude stock repurchases after business combinations accounted for as poolings of interests. The merger of Microsoft and Visio is expected to be accounted for as a pooling of interests.

About Microsoft

Founded in 1975, Microsoft (Nasdaq “MSFT” ) is the worldwide leader in software for personal and business computing. The company offers a wide range of products and services designed to empower people through great software — any time, any place and on any device.

Microsoft is a registered trademark of Microsoft Corp. in the United States and/or other countries.

Visio is a registered trademark of Visio Corp. in the United States and/or other countries.

The names of actual companies and products mentioned herein may be trademarks of their respective owners.

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