REDMOND, Washington and OSLO, Norway, January 8 /PRNewswire/ --

- Companies' combined expertise, technology will help businesses capitalise on the power of enterprise search.

Microsoft Corp (Nasdaq: MSFT) today announced that it will make an offer to acquire Fast Search & Transfer ASA (OSE: "FAST"), a leading provider of enterprise search solutions, through a cash tender offer for 19.00 Norwegian kroner (NOK) per share. This offer represents a 42 per cent premium to the closing share price on 4 Jan 2008 (the last trading day prior to this announcement), and values the fully diluted equity of FAST at 6.6 billion NOK (or approximately $1.2 billion US). FAST's board of directors has unanimously recommended that its shareholders accept the offer. In addition, shareholders representing in aggregate 37 per cent of the outstanding shares, including FAST's two largest institutional shareholders, Orkla ASA and Hermes Focus Asset Management Europe, have irrevocably undertaken to accept the offer. The transaction is expected to be completed in the second quarter of calendar year 2008.


"Enterprise search is becoming an indispensable tool to businesses of all sizes, helping people find, use and share critical business information quickly," said Jeff Raikes, president of the Microsoft Business Division. "Until now organizations have been forced to choose between powerful, high-end search technologies or more mainstream, infrastructure solutions. The combination of Microsoft and FAST gives customers a new choice: a single vendor with solutions that span the full range of customer needs."

The companies possess a number of complementary strengths that advance a shared vision for helping businesses deliver information worker productivity and improved business results. FAST has a deep talent pool and is respected throughout the technology industry for its expertise in best-in-class, high-end search solutions. Microsoft offers worldwide customer reach and an extensive partner network, and is the recognised leader in business productivity with the popular Microsoft Office SharePoint Server, which combines search with best-in-class collaboration, business intelligence, portal and content management capabilities.

"This acquisition gives FAST an exciting way to spread our cutting-edge search technologies and innovations to more and more organisations across the world," said John Lervik, CEO of FAST. "By joining Microsoft, we can benefit from the momentum behind the SharePoint business productivity platform to really empower a broader set of users through Microsoft's strong sales and marketing network. It validates FAST's momentum and leadership in enterprise search."

In addition to bolstering Microsoft's enterprise search efforts, this acquisition increases Microsoft's research and development presence in Europe, complementing existing research teams in Cambridge, England, and Copenhagen, Denmark, with new and significant capabilities in Norway.

The offer will be subject to customary terms and conditions, including receipt of acceptances representing more than 90 per cent of FAST shares and voting power on a fully diluted basis, and receipt of all necessary regulatory approvals on terms acceptable to Microsoft. The complete details of the offer, including all terms and conditions, will be contained in the offer document, which is expected to be sent to FAST shareholders during the week of 14 Jan 2008. The offer will not be made in any jurisdiction in which the making of the offer would not be in compliance with the laws of such jurisdiction.

News Teleconference and Playback

At 10:15 a.m. PST Tuesday, 8 Jan. 2008, Microsoft and FAST will hold a teleconference to discuss the acquisition. To participate, U.S. residents can dial +1-877-917-3408, Norwegian residents can dial +47-800-18393, and those outside the U.S. and Norway can dial +1-630-395-0346. The passcode is 5926426. A recording of the call will be available starting one hour after its conclusion and ending Saturday, 9 Feb. 2008, at 3 am PST. To access this recording, callers can dial +1-800-945-5760 (U.S.) or +1-402-220-3547 (international).

About FAST

FAST, which was founded in 1997, creates the real-time search and business intelligence solutions that are behind the scenes at the world's best-known companies with the most demanding information challenges. FAST's flexible and scalable integrated technology platform and personalised portal connects users, regardless of medium, to the relevant information they need.

FAST is headquartered in Norway and is publicly traded under the ticker symbol 'FAST' on the Oslo Stock Exchange. The FAST Group operates globally with presence in Europe, the United States, Asia, Australia, the Americas, and the Middle East. For further information about FAST, please visit

About Microsoft

Founded in 1975, Microsoft (Nasdaq "MSFT") is the worldwide leader in software, services and solutions that help people and businesses realise their full potential.

About Microsoft EMEA (Europe, Middle East and Africa)

Microsoft has operated in EMEA since 1982. In the region Microsoft employs more than 13,000 people in 60 subsidiaries, delivering products and services in 138 countries and territories.

The Offer is not being made and will not be made, directly or indirectly, in or into the US. This document, and any and all materials related to the Offer, should not be sent or otherwise distributed in or into the US, whether by use of the US mail or by any means or instrumentality of US interstate or foreign commerce (including, but without limitation, the mail, facsimile transmission, telex, telephone and the Internet) or any facility of a US national securities exchange, and the Offer cannot be accepted by any such use, means or instrumentality, in or from within the US. Accordingly, copies of this document, the Offer Document and any related materials are not being, and must not be, sent or otherwise distributed in or into or from the US or, in their capacities as such, to custodians, trustees or nominees holding shares of the Company for US persons, and persons receiving any such documents (including custodians, nominees and trustees) must not distribute or send them in, into or from the US. Any purported acceptance of the Offer resulting directly or indirectly from a violation of these restrictions will be invalid. No shares of the Company are being solicited from a resident of the US and, if sent in response by a resident of the US, will not be accepted.

This material is for informational purposes only. Microsoft Corp disclaims all warranties and conditions with regard to use of the material for other purposes. Microsoft Corp shall not, at any time, be liable for any special, direct, indirect or consequential damages, whether in an action of contract, negligence or other action arising out of or in connection with the use or performance of the material. Nothing herein should be construed as constituting any kind of warranty.

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