Under the terms of the binding offer delivered by Gateway to Hui and Clifford dated October 4, 2007, the parties have agreed to work together in consultation with the Works Councils in France and the Netherlands and to secure antitrust and other regulatory approvals required for the signing and closing of the transaction. Hui and Clifford have also agreed to exclusivity arrangements and to exercise certain drag-along rights relating to the remaining outstanding shares of PB Holding.

Acer Inc. has agreed to fund Gateway’s acquisition of PB Holding and Packard Bell in connection with the planned merger between Acer and Gateway announced on Aug. 27, 2007.

Gateway had previously announced that it would exercise its right of first refusal to acquire Hui’s indirect interest in Packard Bell. Gateway acquired the right of first refusal as part of a June 2006 agreement with Hui that waived certain non-compete arrangements in connection with his purchase of Packard Bell. Hui sold the privately-held eMachines, Inc. to Gateway in March 2004.

This transaction is subject to regulatory approvals and is anticipated to close sometime in the fourth quarter of 2007 or the first quarter of 2008.