SmartDisk Files Registration Statement for Offering Lead-Managed by Merrill Lynch

Business Wire, April 20, 2000

Business Editors

NAPLES, Fla.--(BUSINESS WIRE)-- April 20, 2000

SmartDisk Corporation (Nasdaq: SMDK) announced today that it has filed a registration statement with the Securities and Exchange Commission in connection with a public offering of 2.2 million shares of its common stock being offered by SmartDisk and up to 2 million shares of common stock offered by selling stockholders.

In addition to the 4.2 million shares, SmartDisk and certain stockholders will grant a 30-day overallotment option to the underwriters to purchase up to 630,000 additional shares of common stock. The offering is being lead-managed by Merrill Lynch & Co. and co-managed by Chase H&Q and U.S. Bancorp Piper Jaffray.

A registration statement relating to these securities has been filed with the Securities and Exchange Commission but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

About SmartDisk Corporation

SmartDisk's products are designed to simplify the transfer and storage of digital photographs, video, music, voice and data among personal computers, the Internet and digital appliances. The company is using its proprietary and patented technologies to capitalize on the demand for digital applications and increased usage of the Internet. SmartDisk's investors include Toshiba, Hitachi, NEC, SanDisk, SCM Microsystems and others. On March 6, 2000 SmartDisk and VST Technologies completed a merger. VST Technologies designs, engineers and markets high performance FireWire and USB personal storage solutions for the Internet and personal computer industries. VST's products are marketed under the VST brand name and by leading OEMs, including Apple Computer, Fujitsu and IBM.

This press release includes statements which may constitute forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Although SmartDisk Corporation believes the expectations contained in such forward-looking statements are reasonable, we cannot assure that our expectations will prove correct. These statements may involve risks, uncertainties and assumptions that could cause our actual results to differ materially from our expectations. Such risks include, but are not limited to, our dependence on a limited number of contract and offshore manufacturers, our dependence on OEMs to promote our products, our ability to develop commercially viable products on a timely basis and the other risk factors all as more fully described in SmartDisk's registration statement, as filed today, on Form S-1 and in our other reports and periodic filings made from time to time with the Securities and Exchange Commission. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. In light of these risks, uncertainties and assumptions, the forward-looking events discussed in this press release might not occur.