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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report Pursuant to Section 13 or 15(d)
of the Securities and Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): June 30, 1999
METACREATIONS CORPORATION
(Exact name of registrant as specified in its charter)
Commission file number 0-27168
Delaware 95-4102687
(State of incorporation) (I.R.S. Employer Identification Number)
6303 Carpinteria Ave, Carpinteria, CA 93013
(Address of principal executive offices)
(805) 566-6200
(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS
The purpose of this Form 8-K is to file a press release issued by MetaCreations
Corporation on June 30, 1999 announcing ScanSoft, Inc.'s acquisition of photo
imaging products and technology from MetaCreations Corporation. A copy of the
press release is filed herewith as Exhibit 99.1 and is hereby incorporated by
reference to this Item 5.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this Report to be signed on its behalf by the
undersigned, thereunto duly authorized.
METACREATIONS CORPORATION
(Registrant)
Date: July 21, 1999 /s/TERANCE A. KINNINGER
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Terance A. Kinninger
Senior Vice President and
Chief Financial Officer
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INDEX TO EXHIBITS
Exhibit
Number Description
- ------- -----------
99.1 Press Release dated June 30, 1999 announcing ScanSoft,
Inc.'s acquisition of photo imaging products and
technology from MetaCreations Corporation.
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EXHIBIT 99.1
NEWS RELEASE
FROM SCANSOFT, INC. AND METACREATIONS CORPORATION
SCANSOFT, INC. ACQUIRES PHOTO IMAGING PRODUCTS AND TECHNOLOGY FROM METACREATIONS
THREE AWARD-WINNING PRODUCTS AND LEADING EDGE PHOTO IMAGING TECHNOLOGY
STRENGTHEN SCANSOFT'S PRESENCE IN THE RAPIDLY GROWING DIGITAL PHOTO IMAGING
MARKET
PEABODY, MA, June 30, 1999 - ScanSoft, Inc. (NASDAQ: SSFT), a leading provider
of digital imaging and optical character recognition (OCR) software, and
MetaCreations Corporation (NASDAQ: MCRE), the Creative Web company, today
jointly announced that ScanSoft has acquired and licensed certain photo imaging
software products and technology from MetaCreations.
The specific products included in the agreement are Kai's Super GOO(TM), a
top-selling liquid photo imaging application; Kai's Photo Soap(TM) 2,
award-winning photo editing software that lets users enhance, edit and share
photos via the Internet; and Kai's Power Show(TM) that allows users to create
high-impact multimedia photo shows and business presentations. All three
products are Microsoft(R) Windows and Apple(R) Macintosh(TM) compatible.
Kristy Holch, principal of InfoTrends Research Group, said, "Our research shows
that the most-used applications for scanning are image editing and OCR. Image
editing is also the leading application for digital camera users. This move by
ScanSoft will give users a respected single source for imaging software."
According to InfoTrends Research Group, 10 million mass-market scanners and 1.8
million low-end digital cameras will ship this year in North America. The
scanner and digital camera markets are expected to grow at a compound annual
grow rate of 23% and 38%, reaching 19.5 million and 6.8 million units
respectively by 2003.
"The combination of MetaCreations' well-regarded photo imaging products and
technology, and ScanSoft's leadership in OCR and document imaging software gives
us an unprecedented opportunity to provide the broadest range of digital imaging
software to meet the needs of home, small and medium sized business and
corporate markets," said Michael Tivnan, president and CEO of ScanSoft.
The acquisition is expected to generate new partnerships with leading vendors in
the digital camera market while at the same time allow ScanSoft to add more
value to their current partners' solutions for the desktop scanner market. The
acquisition also adds premier digital imaging partners Apple, Eastman Kodak and
Intel to ScanSoft's already impressive list of major OEMs.
"This agreement supports MetaCreations' strategy to focus the company on
delivering premier 2D and 3D professional graphics technologies, and its
Internet business for e-commerce visualization. This is another in a series of
steps already undertaken to help the company capitalize on the e-commerce market
opportunity. ScanSoft is an ideal company to acquire our photo imaging products,
as they will transition smoothly into ScanSoft's well-established retail channel
and strong OEM partnerships," said Gary Lauer, president and chief executive
officer of MetaCreations.
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ScanSoft expects the transaction to be neutral to slightly positive on total
year 1999 earnings and accretive thereafter. The consideration includes $2.6
million in cash and a note, and up to $950,000 in assumed liabilities. The deal
also includes contingent financial performance incentive payments to
MetaCreations of up to $1 million. Customer support for the acquired products
will continue to be handled by MetaCreations until December 31, 1999.
About ScanSoft, Inc.
ScanSoft, Inc. is a leading developer of digital imaging and optical character
recognition (OCR) software. The company's award-winning products allow consumer,
SOHO and corporate users to leverage the power of their desktop scanners,
digital cameras, and other electronic input devices, to accurately capture and
turn paper documents and photos into digital files that can be easily edited,
organized and sent through e-mail and the Internet. ScanSoft's family of digital
imaging software includes Pagis Pro Scanning Suite, TextBridge Pro, PaperPort
Deluxe, PaperPort Scanner Suite, and ScanWorks. Today, there are approximately
1.5 million registered users of ScanSoft software.
ScanSoft has numerous strategic partnerships with the industry's leading scanner
and multifunction peripheral vendors. Companies already using ScanSoft's cutting
edge digital imaging technologies in their product offerings include Brother,
Epson, Canon, Compaq, IBM, Mustek, Visioneer (Primax), and Xerox, among others.
Headquartered in Peabody, MA, ScanSoft maintains a strong international presence
with sales and marketing offices in Reading, England. ScanSoft products are
available worldwide through distributor and retail partners. ScanSoft is
publicly traded on the Nasdaq exchange under the symbol SSFT. Its web site is
located at www.scansoft.com.
About MetaCreations
MetaCreations Corporation, the Creative Web company, is focused on developing
and marketing 2D and 3D visualization software for graphic artists, and the
World Wide Web. MetaCreations' Creative Web strategy is centered on the
company's MetaStream(TM) technology and employs an array of MetaCreations'
software development tools to accelerate the creation of 2D and 3D graphics for
online applications, and to make fast, interactive use of photorealistic 3D on
the Web practical and pervasive. MetaCreations offers a complete product line of
award-winning professional graphics desktop software products available in more
than 50 countries. The company is headquartered in Santa Barbara County,
California, and has development centers in Scotts Valley, Calif., and Princeton,
NJ, as well as an International Operations Center in Dublin, Ireland.
MetaCreations can be reached on the World Wide Web at
http://www.metacreations.com.
# # #
Except for the historical information contained herein, the matters set forth in
this press release, including, but not limited to, statements as to the
perceived benefits of the agreement, are forward-looking statements within the
meaning of the "safe harbor" provisions of the Private Securities Litigation
Reform Act of 1995. These forward-looking statements are subject to risks and
uncertainties that may cause actual results to differ materially, including the
market acceptance, the impact of competitive products, and other risks detailed
from time to time in ScanSoft's SEC reports. ScanSoft disclaims any intent or
obligation to update these forward-looking statements.
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Pagis, TextBridge, PaperPort, PaperPort Deluxe and Scanner Suite are registered
trademarks or trademarks of ScanSoft, Inc. All other trademarks are the property
of their respective holders. (C) 1999 all rights reserved.
Contacts:
Steve Ricketts Teresa Bridwell
ScanSoft, Inc. MetaCreations Corporation
9 Centennial Drive 6303 Carpinteria Avenue
Peabody, MA 01960 Carpinteria, CA 93013
Tel: 978/977-2039 Tel: 805/566-6274
Fax: 978/977-2409 Fax: 805/566-6384
[email protected] [email protected]
Jeanette Mayer Betty Franklin
ScanSoft, Inc. MetaCreations Corporation
Investor Relations Manager Investor Relations Director
Tel: 510/608-6486 Tel: 805/566-6289
[email protected] Fax: 805/566-6384
[email protected]
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