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Filed by 3dfx Interactive, Inc.
Pursuant to Rule 425 under the Securities Act of 1933
and deemed filed pursuant to Rule 14a-12(b)
under the Securities Exchange Act of 1934
Subject Company: 3dfx Interactive, Inc.
Commission File No. 000-22651
To our valued customers:
We would like to take this opportunity to thank you for the support you've given
3dfx over the years. Through all our ups and downs, we've always been proud of
our extremely loyal customers and fans. That's what makes our actions of today
so difficult.
Our position in the retail market has been exceptional, due mostly to your
support. Unfortunately, the dynamics of that business did not allow us the
success we would have liked. Although we've done our best to pursue all possible
options to help to sustain our business, we have finally been forced to admit
that there is no possible way we can continue in our current state. As such, we
have negotiated an agreement with nVidia Corporation that will allow us to
provide the best possible result to our creditors, investors, employees and
customers.
Under this agreement, nVidia will acquire certain assets from 3dfx including
technology, company and product brands and other assets. In addition to
recommending the sale to Nvidia, the 3dfx board of directors has recommended to
our shareholders the dissolution of the company. Until that time, however, 3dfx
products will remain available at various retail and online locations, and we
will continue to support our customers. For additional information, please see
the press releases that were issued by 3dfx on December 15, 2000.
While we firmly believe this agreement is in the best interest of all involved,
we deeply regret these actions. Again, we want to extend our sincerest thanks to
everyone one of you who helped 3dfx revolutionize 3D graphics and 3D gaming on
the PC. Rest assured, the 3dfx legacy will live on through the combined
strengths of these two great companies.
Sincerely,
Scott Sellers
3dfx Founder and CTO
This notice does not constitute an offer of any securities for sale. In
connection with the proposed asset sale by and between 3dfx Interactive, Inc.
("3dfx"), nVidia corporation and nVidia Subsidiary (the "Asset Sale"), 3dfx
plans to file with the SEC the Proxy Statement/Prospectus of 3dfx relating to
the Asset Sale, as well as documents incorporated by reference therein. You are
urged to read the Proxy Statement/Prospectus when it is filed and any other
relevant documents filed with the SEC because they contain important
information. You may obtain the documents free of charge at the SEC's web site,
http://www.sec.gov. In addition, documents filed by 3dfx with the SEC can be
obtained by contacting 3dfx at the following address and telephone number:
Shareholder Relations, 4435 Fortan Drive, San Jose, California 95134, telephone:
(408) 935-4400. When it becomes available, please read the Proxy Statement/
Prospectus carefully before making a decision concerning the Asset Sale. 3dfx,
its officers, directors, employees and agents may be soliciting proxies from
3dfx shareholders in connection with the Asset Sale. Information concerning the
participants in the solicitation will be set forth in the Proxy
Statement/Prospectus.
