KLA-Tencor / ADE Acquisition Delayed Pending German Antitrust Clearance
12 July 2006 - 2:40AM
PR Newswire (US)
SAN JOSE, Calif. and WESTWOOD, Mass., July 11
/PRNewswire-FirstCall/ -- KLA-Tencor Corporation (NasdaqGS: KLAC)
and ADE Corporation (NasdaqGM: ADEX) announced that the acquisition
of ADE will be delayed pending approval from German antitrust
authorities. The acquisition has already been cleared by the
antitrust authorities in the United States and in all other
applicable jurisdictions. German authorities have notified
KLA-Tencor that a Phase II investigation of the proposed
acquisition of ADE by KLA-Tencor has begun. KLA-Tencor and ADE
stated that they will continue to cooperate with the German
authorities to facilitate a timely review. Both firms are confident
that the acquisition will ultimately receive clearance. The special
meeting of ADE stockholders to consider the acquisition will be
held as scheduled on July 13, 2006. Assuming that the acquisition
receives stockholder approval, the parties anticipate that the
acquisition will be completed once German antitrust clearance is
obtained. About ADE Corporation ADE Corporation is a leading
supplier of metrology and inspection systems for the semiconductor
wafer, semiconductor device, magnetic data storage and optics
manufacturing industries. Wafer suppliers and device manufacturers
worldwide rely on ADE measurement and inspection systems to certify
and ensure the highest quality bare silicon substrates. ADE's most
recent generation of products serve both 65nm in-line manufacturing
applications and 45nm process development. Semiconductor device
yields begin with the bare wafer and ADE's leading technology
provides early insight into surface defect, shape, flatness and
nanotopography of these advanced 300mm substrates. Additional
information about ADE is available on the Internet at
http://www.ade.com/ . About KLA-Tencor: KLA-Tencor is the world
leader in yield management and process control solutions for
semiconductor manufacturing and related industries. Headquartered
in San Jose, Calif., the company has sales and service offices
around the world. An S&P 500 company, KLA-Tencor is traded on
the Nasdaq National Market under the symbol KLAC. Additional
information about the company is available on the Internet at
http://www.kla-tencor.com/ . Cautionary Statement Regarding
Forward-Looking Statements This news release contains certain
forward-looking statements within the meaning of the "safe harbor"
provisions of the United States Private Securities Litigation
Reform Act of 1995 and federal securities law. Such forward-looking
statements are subject to known and unknown risks and uncertainties
that could cause actual results to differ materially from those
expressed or implied by such statements. Those statements that make
reference to expectations, predictions, beliefs, and assumptions
should be considered forward-looking statements. These statements
include, but are not limited to, those associated with the expected
closing time for the proposed merger and the obtaining of clearance
from German antitrust authorities. These statements involve risks
and uncertainties including those associated with the failure of
ADE shareholders to approve the proposed merger; delays in
obtaining, or adverse conditions contained in, the German antitrust
authorities' regulatory approvals; failure to consummate or delay
in consummating the proposed merger for other reasons, changes in
laws or regulations and other similar factors. Further information
on potential factors that could affect KLA-Tencor's or ADE
Corporation's respective businesses is contained in their reports
on file with the Securities and Exchange Commission ("SEC"),
including their respective Form 10-K's. KLA-Tencor and ADE are
under no obligation to (and expressly disclaim any such obligation
to) update or alter their respective forward-looking statements
whether as a result of new information, future events or otherwise.
DATASOURCE: KLA-Tencor Corporation CONTACT: Jeff Hall, Chief
Financial Officer, +1-408-875-6800, or , or media, Kyra Whitten,
Sr. Director, Corporate Communications, +1-408-875-7819, or , both
of KLA-Tencor; or Brian James, Executive Vice President and Chief
Financial Officer of ADE, +1-781-467-3500 Web site:
http://www.kla-tencor.com/ Web site: http://www.ade.com/
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