Slide 1: Joint Press Conference March 28, 2011
Joint Press Conference March 28, 2011 ADVANTEST VERIGY
Slide 2: Combined Company Vision: Global Supplier of Innovative Test Solutions
Combined Company Vision Global Supplier of Innovative Test Solutions
Slide 3: Executive Summary Transaction Terms
Executive Summary Transaction Terms
Slide 4: Transaction Terms
Transaction Terms Offer Price $15.00 per share Represents a transaction value of approximately $1.1 Billion Consideration 100% cash consideration Premia 64% premium to unaffected close (1) 67% premium to 30 day average (1) 75% premium to 60 day average (1) Employee Stock Awards •All unvested RSUs ve
Slide 5: Executive Summary: Combination Benefits
Executive Summary Combination benefits 1. Complementary expertise Advantest in DRAM Memory, CPU and Digital Consumer Verigy in GPU, Wireless baseband & RF and Application Processors Advantest in Japan & Asia, Verigy in US & Europe as well Advantest in IDMs and mass production line, Verigy in the Fab
Slide 6: Executive Summary: Combination Benefits (Cont.)
Executive Summary Combination benefits (Cont.) 3. Innovation Innovation as the driver for current and future success 4. Comprehensive & Global Comprehensive & global product offering of advanced semiconductor test solutions Global in governance, culture, reach and resources A global workforce is key
Slide 7: Combination Benefits
Combination Benefits ADVANTEST, \/ER!CY
Slide 8: Best-in-Class Solutions for Customers
Best-in-Class Solutions for Customers Expand capabilities and test solutions Image DRAM Flash SoC LCD Power IC Other Sensor Front-End Back-End Front-End Back-End Digital RF Mixed Signal High-Speed Handler EB Lithography CDSEM 3D Imaging Elec. Meas. Advantest Optical Sens. Probe Card T53 Series T55 S
Slide 9: Broad Commitment to Test and Measurement / Innovation
Broad Commitment to Test and Measurement / Innovation Customers will enjoy significant benefits Customers will enjoy significant benefits (Innovative test solution / high quality customer services) Customers Combine Combine application Combine Combine R&D investment expertise and capabilities and te
Slide 10: Employees By Function
Employees By Function Advantest(1) (2) Verigy(3) (4) Pro-Forma Sales 246 + 72 = 318 Customer Support 731 + 511 = 1,242 Manufacturing 579 + 146 = 725 R&D 1,139 + 375 = 1,514 Notes: Other （ Administrative (1) As of March 31st, 2010 456 + 361 = 817 (2) Source: 20-F (filed at June etc ） 25th, 2010) (3)
Slide 11: Financial
Financial Ensures financially stable provider that customers can be comfortable investing in LTM Revenue LTM R&D expenses Combined business would have diverse and larger scale of revenue streams Research and development budget would be expected to increase to drive technology advancements and innova
Slide 12: Conclusion
Conclusion 1. Expanded and comprehensive test solutions with complementary expertise to cover all memory and SOC requirements 2. Global sales and applications expertise with focused commitment to test and measurement 3. Strong presence at Top Global IDM, Fabless, Foundry and OSAT customers 4. Extend
Slide 13: Additional Information and Where You Can Find It
Additional Information and Where You Can Find It On March 28, 2011 (Japan Time), Verigy Ltd. (“Verigy”) and Advantest Corporation (“Advantest”) entered into a definitive agreement providing for a business combination of the two companies. In connection with the proposed transaction, Verigy will file
Slide 14: Cautionary Statement Regarding Forward-Looking Statements
Cautionary Statement Regarding Forward -Looking Statements This presentation contains statements that may be deemed to be forward-looking statements within the meaning of the "safe harbor" provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on Advantest, Ve