NVIDIA Corporation Announces Cash Tender Offer for Employee Stock Options

Sunday, April 11, 2010

SANTA CLARA, CA (Marketwire- April 11, 2010)-- NVIDIA Corporation today announced that its Board of Directors approved a cash tender offer for certain employee stock options. The tender offer will commence today and will expire, unless otherwise extended by the Company in its sole discretion, at 12:00 midnight (Pacific Time) on March 11, 2009

The tender offer applies to outstanding stock options held by employees with an exercise price equal to or greater than $17.50 per share. Members of the Company's Board of Directors and certain executive officers are not eligible to participate in the tender offer. As of January 25, 2009, there were approximately 33 million eligible options. If all these options are tendered and accepted in the offer, the aggregate cash purchase price for these options would be approximately $92 million.

As a result of the tender offer, the Company may incur a non-recurring charge of up to approximately $150 million upon the closing of the offer if all of the unvested eligible options are tendered. This charge would be reflected in the fiscal first quarter of 2010 financial results and represents stock-based compensation expense, consisting primarily of the remaining unamortized stock-based compensation expense associated with the unvested portion of the eligible options tendered in the offer, plus associated payroll taxes and professional fees.

The tender offer is subject to a number of other terms and conditions as set forth in the offering documents. Neither the Company's management nor its Board of Directors makes any recommendation in connection with the tender offer.

About NVIDIA
NVIDIA (Nasdaq: NVDA) is the world leader in visual computing technologies and the inventor of the GPU, a high-performance processor which generates breathtaking, interactive graphics on workstations, personal computers, game consoles, and mobile devices. NVIDIA serves the entertainment and consumer market with its GeForce(R) products, the professional design and visualization market with its Quadro(R) products, and the high-performance computing market with its Tesla(TM) products. NVIDIA is headquartered in Santa Clara, Calif. and has offices throughout Asia, Europe, and the Americas.

For more information, visit http://www.nvidia.com

Copyright (C) 2009 NVIDIA Corporation. All rights reserved. NVIDIA, the NVIDIA logo, GeForce, Quadro, and Tesla are trademarks and/or registered trademarks of NVIDIA Corporation in the U.S. and/or other countries. All other company and/or product names may be trade names, trademarks, and/or registered trademarks of the respective owners with which they are associated.

This press release is for informational purposes only and is not an offer to tender or the solicitation of an offer to tender any eligible options for a cash payment. Each holder of eligible options should read the tender offer statement, as it contains important information. The tender offer statement has been filed with the Securities and Exchange Commission and is available along with other filed documents for free on the website of the Securities and Exchange Commission at http://www.sec.gov. Eligible employees are urged to carefully read the tender offer statement prior to making any decision with respect to the tender offer. Copies of the tender offer statement may also be obtained on the Company's website http://www.nvidia.com/

SOURCE NVIDIA Corporation

CONTACT: Michael Hara, Investor Relations,

+1-408-486-2511,

mhara@nvidia.com

or

Hector Marinez, Corporate Communications,

+1-408-486-3443,

mailto:hmarinez@nvidia.com

both of NVIDIA Corporation

Web site: http://www.nvidia.com

About NVIDIA
NVIDIA (NASDAQ: NVDA) is the AI computing company. Its invention of the GPU in 1999 sparked the growth of the PC gaming market, redefined modern computer graphics and revolutionized parallel computing. More recently, GPU deep learning ignited modern AI — the next era of computing — with the GPU acting as the brain of computers, robots and self-driving cars that can perceive and understand the world. More information at http://nvidianews.nvidia.com/. 
© 2016 NVIDIA Corporation. All rights reserved. NVIDIA and the NVIDIA logo are trademarks and/or registered trademarks of NVIDIA Corporation in the U.S. and other countries. Other company and product names may be trademarks of the respective companies with which they are associated. Features, pricing, availability, and specifications are subject to change without notice.

Media Contacts

Hector Marinez
+1 408 486 3443
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