Mattel to Acquire Radica

MATTEL - July 2006

Mattel, Inc. and Radica announced an agreement by which Mattel will acquire Radica, the maker of electronic entertainment toys. The transaction, which has been approved by the companies' respective boards of directors, is valued at approximately $230 million. Under the terms of the definitive agreement, Radica shareholders will receive $11.55 in cash for each share of Radica common stock.

A leader in the electronics arena, Radica manufactures and markets a diverse line of electronic entertainment products covering multiple business areas, including electronic games carrying the Radica, 20Q® and Play TV® brand names and youth electronics carrying the Girl Tech® brand name.

"The addition of Radica to the Mattel portfolio provides Mattel the opportunity to partner our global brands with Radica's technological expertise to better participate in the burgeoning electronic toys arena," said Robert A. Eckert, chairman and chief executive officer of Mattel. "Radica's entrepreneurial spirit has allowed Radica to capture and deliver on some of the hottest trends in electronics, and the company has a proven track record of utilizing technology to reinvent basic play."

"We are excited to be part of the Mattel family of brands and look forward to taking our brands to the next level by capitalizing on Mattel's global network and expertise," said Patrick S. Feely, chief executive officer of Radica. "Being part of the world's largest and most profitable toy company affords our talented employees a unique opportunity to grow and develop our brands. I look forward to identifying and building upon the strong synergies between the two companies to drive increased sales growth."

The transaction is subject to approval of Radica shareholders, as well as customary regulatory approvals. Radica's largest shareholder has entered into a voting agreement in which he has agreed to vote shares constituting 40 percent of Radica's outstanding common stock in support of the transaction. It is expected that the transaction will be completed in the fourth quarter of 2006.