Oracle and Netscape to Merge Affiliates Navio and NCI

Leading NC™ Startups Will Supply Software to Makers of Internet TVs and New Class of Open, Affordable, Easy-to-Use Network Computers

REDWOOD SHORES, Calif., May 19, 1997 -- The network computing industry took a giant step forward as two champions of the new information age -- Netscape Communications Corp. and Oracle Corp. -- announced they have signed a definitive agreement to merge their high-profile affiliates, Navio Communications, Inc. and Network Computer, Inc. (NCI). The new company, NCI, will create a formidable software developer for open standards-based network computers and other Internet appliances that will be used in homes, businesses and schools.

Both companies were formed last year -- Navio to extend Netscape's open standards-based Netscape (R) Navigator (R) technology for consumer and non-PC devices, and NCI to develop software for a new breed of open, affordable, easy-to-use computers, dubbed network computers. Each has since built leadership positions in their respective spheres, Navio for consumer Internet appliances and NCI for network computers in the corporate and set-top box market. Their combined technology supports open Internet standards and development languages -- Java and HTML -- delivering the best open, thin-client computing environment for end users, network managers and developers.

Under the terms of the agreement, the companies will combine engineering, marketing, technology, brands and products and operate under the NCI banner in a new San Francisco, Bay Area facility. Jerry Baker will remain NCI's CEO with Wei Yen, president and CEO of Navio, serving as president of NCI. Jim Barksdale, Netscape president and CEO, Larry Ellison, Chairman and CEO of Oracle Corporation along with Baker and Yen, will join NCI's board of directors. Though financial terms were not disclosed, Oracle and NCI will retain majority ownership and Oracle will account for the deal as a purchase transaction. Netscape will retain an equity interest in the new company. Completion of the merger is subject to government approval.

"The information age will never be realized if only a chosen few are allowed to participate," said Larry Ellison, Chairman and CEO of Oracle Corporation. "The development of inexpensive, easy-to-use network computers will dramatically change the way we work, play and educate our children. The merger of NCI and Navio and our alliance with Netscape is one more example of how we are turning this vision into a reality."

"Today's announcement brings together two industry leaders and puts the full force of our joint efforts behind this technology," said Barksdale. "Netscape is on a course to bring its Internet technology to every desktop and today's announcement not only accelerates that drive but complements current efforts by including network computers used in businesses, homes and schools. In addition, it gives developers and corporations a standard open application platform for which they can write applications that run seamlessly across a company's computing assets including network computers, PCs and workstations."

Navio brings the branding power, innovative approach and technology leadership of Netscape to consumer electronics manufacturers. Content providers and cable companies have expressed interest in Navio for its superior display technology that automatically improves the presentation of Web content for TV sets and other form factors. NCI, owing to the expertise of its parent company, Oracle in sophisticated software management products, has begun licensing a family of software products that help companies establish large, simple and inexpensive networks of network computers for use in both business and consumer settings. Leading corporate and consumer companies allying with NCI include Digital, NEC, RCA/Thomson and Zenith.

"The merger of NCI and Navio represents a significant milestone for the computer industry," said Baker. "Together we'll continue to work with all our alliance members to develop open standards-based technology for network computing. Our combined efforts will accelerate the adoption of network computers in the consumer, corporate and education markets and make the power of the Internet available to everyone."

"From the beginning, Navio and NCI have shared a common vision -- using Internet technology to change the way people without computers live," said Dr. Yen. "We have each pursued this idea, largely from two ends of the spectrum. At one end, Navio has built a software platform that seamlessly integrates the Internet with consumer electronics. This platform has rapidly gained the mind share of the consumer electronics industry. At the other end, NCI has built the definitive infrastructure for NC networks and fulfilled the enterprise customers demand for low-cost network computers. Together, with our partners, we will define and deliver the leading Internet solutions to the consumer, corporate and education markets."

"The Navio and NCI combination has the backing of proven enterprise software providers -- Netscape and Oracle -- that the corporate market demands," said Jim O'Gara, vice president of Digital Equipment Corporation. "In addition, their focus on open industry standards, especially Java and the Internet, will proliferate the use of network computers. Having business applications based on Java reduces the need for porting them to various vendor platforms and will ultimately drive network computers acceptance in the corporate market."

"This strengthening of the Network Computer alliance will reinforce our approach to the vast consumer market that is waiting for an expansion of the television entertainment experience," said Louis Lenzi, vice president, Multimedia Products and Services at Thomson Consumer Electronics. "As the largest television manufacturer in the Americas, we recognize the advantages of participants who will join us in the mutual goal of introducing the next-generation consumer multimedia product."

In addition, Netscape, Oracle, Navio and NCI are maintaining the openness of the network computer along with Apple, IBM and Sun, who are all part of the consortium that submitted the original NC Reference Profile a year ago on May 20, 1996. The first version of the reference profile outlines the basic system design and open standards supported such as Java and HTML programming languages, and other Internet and networking protocols. By leveraging the only open development languages -- Java and HTML, software developers can quickly and easily create applications for this new breed of computers while also realizing Java's benefit of "write once, deploy anywhere." On March 26, 1997, the consortium expanded the profile with a smart card standard called, OpenCard Framework, to ensure that any vendor's smart card may be used to access a user's information and files from any manufacturers' network computer. The consortium continues to work closely with the Open Group standards organization to maintain ongoing interoperability of NC hardware and software products.

Based on Netscape Navigator, the world's leading Internet client, the Navio product family brings powerful Internet technology to the consumer and non-PC marketplace. Navio offers TV Navigator™, the flagship product for consumer devices, and NC Navigator™ for network computers and net stations.

NCI provides a comprehensive family of software products to build and deploy network computer systems to homes, schools and corporations. NCI offers NC Desktop™, the system software for the network computer, NC Server™, a suite of server appliance software for easy management and administration of network computers, and NC Card™, a smart card which provides personalized access to network computers.

About the Companies Navio Communications, Inc. is a software company that develops and delivers Internet solutions to companies and consumers on non-PC devices. Navio offers Navigator products for the new generation of thin clients including those offered by HP, IBM, Tektronix and HDS, as well as Navio Navigator products of consumer electronics devices. Navio Communications, Inc. is headquartered in Sunnyvale, CA. Additional information can be found on the Internet at

Netscape Communications Corporation is a leading provider of open software for linking people and information over enterprise networks and the Internet. The company offers a full line of clients, servers, development tools and commercial applications to create a complete platform for next-generation, live online applications. Traded on NASDAQ under the symbol "NSCP," Netscape Communications Corporation is based in Mountain View, California.

NCI, a wholly owned subsidiary of Oracle Corp., develops, licenses and markets all software, technology and support services for the NC including NC Desktop™, NC Server™ and NC Card™. With strategic alliances worldwide, NCI's mission is to bring network computing to the corporate, consumer and educational marketplaces. NCI's World Wide Web address is For more information about NCI, please call 415/631-4600.

Oracle Corp. is the world's leading supplier of software for information management and the world's second largest software company. With annual revenues exceeding $5.2 billion, the company offers its database, tools and applications products along with related consulting, education and support services in more than 145 countries around the world. For more information about Oracle call 415/506-7000. Oracle's World Wide Web address is

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NC Server, NC Desktop, NC Card, and NC are registered trademarks of Network Computer Inc. Oracle is a registered trademark of Oracle Corporation. All other products or company names mentioned are used for identification purposes only, and may be trademarks of their respective owners.