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Advantest to Acquire Verigy

30 March 2011 – Advantest Corporation and Verigy Ltd. announced that they have entered into a definitive agreement under which Advantest will acquire all outstanding Verigy ordinary shares for a total acquisition price of approximately US$1.1 billion. Advantest and Verigy said that they will have together a more complete set of product solutions and the global scale and breadth to better meet customer demands in today’s rapidly changing markets.

"Through the acquisition of Verigy, we will be able to offer stronger product lines to our diversified customer base in both Memory and SOC, and we will be well positioned to become a global leader in those  fields,” said Haruo Matsuno, Advantest President and Chief Executive Officer. "With this acquisition, Advantest will benefit greatly from Verigy's technology development capabilities and technical talent which support its proven technologies on a global scale.  The acquisition will allow us to better and more timely respond to customer needs in the ATE business. In addition, we will actively promote the efficiency of the operations by reallocating resources made available through synergies in new businesses. Both companies share a common 'DNA' based on measurement technologies, and I look forward to making significant advances in developing new businesses.  We believe that this transaction will deliver significant value to both companies’ customers, employees and shareholders."

“We are pleased to have reached an agreement with Advantest that delivers meaningful value to our shareholders, provides our dedicated employees with the opportunity to play an important role in the future of the combined company, and which we believe is in the best interest of our company and all of our stakeholders,” said Jorge Titinger, Verigy President and Chief Executive Officer.  “As a combined company, we will offer a broader and more innovative range of products and maintain the financial strength to navigate through a rapidly changing industry environment.”

The transaction will be structured as a scheme of arrangement under Singapore law, and is subject to the approval of Verigy shareholders as well as other customary conditions, including approvals from relevant regulatory authorities and the Singapore Court.  As previously announced by Verigy, the Department of Justice (DOJ) issued a second request in connection with the transaction.  Both companies and their advisors are working closely with the DOJ to comply with the second request expeditiously.

www.advantest.com

www.verigy.com



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