Metrowerks to Expand Embedded Linux Tools and Solutions Offerings Through Embedix Asset Acquisition

Company to Add Embedix™ Tools and Technology to Integrated Development Platforms for PDAs, Smart Handheld Devices, Residential Gateways, Digital TVs

AUSTIN, Texas and LINDON, Utah – December 17, 2002 – Building on its strategy of delivering fully integrated development platforms to help customers reach market faster, Metrowerks, a Motorola company (NYSE:MOT), has signed an agreement to acquire the key assets of Embedix™ Inc., a leading provider of Linux® tools and solutions.

As part of the acquisition, Metrowerks will retain a significant portion of the global Embedix team, including key management, engineering, marketing and sales personnel.

The acquisition of assets from Embedix and the addition of the Embedix team will enable Metrowerks to provide Linux OS-based development tools and platforms for creating applications for PDAs, smart handheld devices, residential gateways and digital TVs. These development platforms, which work with and can import most embedded Linux kernels, will consist of Metrowerks’ CodeWarrior™ line of development solutions (including the recently acquired assets of Applied Microsystems) and the Embedix development tools.

Additionally, Metrowerks will provide developers and platform designers with middleware solutions and IP stacks targeting the netcom, wireless and consumer electronics markets. These end-to-end solutions, complemented with professional services, are designed to decrease time to market for companies developing Linux OS-based products.

The acquisition is expected to close shortly, pending certain consents and approvals.

"Unlike Linux in the enterprise space, the embedded Linux market has been hampered by a lack of credibility and stability," said Paul Zorfass, senior analyst with International Data Corp./First Technology Inc. "This announcement is important because it signifies a further maturation of the embedded Linux market, as well as the support and backing from as significant an organization as the Metrowerks subsidiary of Motorola. The acquisition of Embedix assets by Metrowerks, an established provider of development tools and services, will place embedded Linux choices on a more level playing field for OEMs evaluating whether or not to commit to the embedded Linux OS as a strategic platform."

Metrowerks will purchase all of the key Embedix assets, including the Embedix SDK, the leading development tool for configuring and packaging embedded Linux distributions; Embedix Plus for Smart Handheld Devices; Embedix Plus RG for Residential Gateway; and Embedix Plus for Digital TV.

"Embedded Linux is an important emerging technology in the communications and networking space,” said David Perkins, vice president and general manager of Motorola’s Networking and Computing Systems Group. “Metrowerks’ acquisition of Embedix, combined with the infrastructure of embedded Linux developers and third party product and service providers, represent a comprehensive set of choices for customers looking for embedded Linux solutions on Motorola's market leading communication processors."

To help drive these Linux OS-based development platforms into the market, Metrowerks has created a new business unit, the Metrowerks Linux Solutions Group. The group is responsible for aggregating technology from Metrowerks and third parties, creating Linux OS-based development platforms, and adding services for an end-to-end solution that helps OEMs reach market faster.

The business unit is led by Berardino Baratta, Metrowerks vice president of Linux solutions and chief technology officer.

Stated Baratta, “Linux OS is an ideal platform on which to build embedded applications across multiple architectures. It helps lower development costs and has a broad developer community, which leads to a high rate of innovation. By adding the Embedix technology to our CodeWarrior tools, we’ll be able to offer a full suite of open source solutions and services across the development spectrum.”

Metrowerks will continue to support leading embedded Linux distributions, including Embedix, LynuxWorks BlueCat®, TimeSys™ Linux, and MontaVista™ Linux.

The acquisition is the next phase of Metrowerks’ strategy to expand its technology base to better meet developers’ needs. In November, the company announced the successful completion of its acquisition of select technology assets from Applied Microsystems Corporation (AMC).

About Metrowerks

Metrowerks creates CodeWarrior software and hardware products and services for developers with a particular focus on the following industries: consumer electronics; transportation; wireless; and networking and communications. The CodeWarrior product line includes development tools and middleware that enable customers to decrease their time to market. The company also offers services, training, custom software development and managed developer programs. Founded in 1985, Metrowerks is today an independently operating subsidiary of Motorola, Inc. Metrowerks corporate headquarters are in Austin, Texas; Metrowerks European headquarters is Basel, Switzerland; and Metrowerks Japan is headquartered in Tokyo. For more information, please visit:

About Motorola

As the world's #1 producer of embedded processors, Motorola’s Semiconductor Products Sector creates DigitalDNA™ system-on-chip solutions for a connected world. Our strong focus on wireless communications and networking enables customers to develop smarter, simpler, faster and synchronized products for the person, work team, home and automobile. Motorola's worldwide semiconductor sales were $4.9 billion (USD) in 2001.

Motorola, Inc. (NYSE:MOT) is a global leader in providing integrated communications and embedded electronic solutions. Sales in 2001 were $30 billion. For more information, please visit:

MOTOROLA and the Stylized M Logo are registered in the US Patent & Trademark Office. Metrowerks and CodeWarrior are trademarks of Metrowerks Corp in the US and other countries. All other tradenames and trademarks are the property of their respective owners. (c) 2002 Motorola, Inc. All rights reserved.