Veldhoven, the Netherlands, March 7, 2001
ASM Lithography Holding NV (ASML) and Silicon Valley Group, Inc. today confirmed that the Committee on Foreign Investment in the United States (CFIUS) has notified the parties that it will conduct a 45-day review, under the Exon-Florio review process, of the potential national security concerns, if any, associated with the planned merger between Silicon Valley Group and ASML.
Doug Dunn, Chief Executive Officer of ASML, said, "We are obviously disappointed by this brief delay but pledge to work closely and cooperatively with the US government in its review. We are optimistic that upon completion of this review, we will be in a position to close this merger promptly."
Exon-Florio is the common name for the review process the US government uses to screen acquisitions of US companies such as Silicon Valley Group by foreign entities such as ASML. The review, which is performed by the Committee on Foreign Investment in the United States, is authorized by the Exon-Florio Amendment to the Defense Production Act of 1950. Successful completion of an Exon-Florio review will provide a safe harbor for the transaction from any US governmental interference based on national security concerns. For more information about the merger agreement and the combining companies, please see the October 2, 2000, press release announcing the transaction at www.asml.com and the proxy statement-prospectus related to the merger on file with Securities and Exchange Commission and available at www.sec.gov.
In connection with the proposed transaction, ASML has filed a registration statement on Form F-4 and SVG has filed a proxy statement/prospectus, each with the Securities and Exchange Commission. Investors and security holders are advised to read the registration statement and the proxy statement/prospectus when they become available because they will contain important information. Investors and security holders may obtain a free copy of the proxy statement/prospectus and other documents filed by SVG with the Securities and Exchange Commission at the Securities and Exchange Commission's website at www.sec.gov. Free copies of the registration statement and other documents filed by ASML with the SEC may be obtained from ASML by directing a request to ASML, Attention: Franki D Hoore +31( 40) 268-3938. Free copies of the proxy statement/prospectus and other documents filed by SVG with the SEC may also be obtained from SVG by directing a request to SVG, Attention: Manager of Investor Relations.
ASML, founded in 1984, is a world leader in advanced lithography systems that are essential in the fabrication of integrated circuits. The company is publicly traded on both the Euronext Amsterdam N.V. and the Nasdaq Stock Market under the symbol 'ASML'.
SVG, headquartered in San Jose, California, was founded in 1977 and is a leading supplier of wafer processing equipment for the worldwide semiconductor industry. The company designs, manufactures and markets technically sophisticated equipment used in the primary stages of semiconductor manufacturing. Its products include photoresist processing equipment; oxidation, diffusion and low-pressure chemical vapor deposition processing systems; atmospheric pressure chemical vapor deposition systems; lithography exposure tools that use step-and-scan technology; and precision optical components and systems.
'Safe Harbor' Statement under the U.S. Private Securities Litigation Reform Act of 1995: This press release contains certain "forward - looking " statements within the meaning of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that such forward-looking statements involve significant risks and uncertainties regarding the Exon-Florio process and the successful completion of the merger, including and without limitation: the inability to obtain regulatory approvals; actions of the U.S., foreign and local governments; the economic environment of the semiconductor industry; and the general economic environment. More detailed information about these factors is set forth in the reports filed by ASML and SVG with the Securities and Exchange Commission. Neither ASML nor SVG is under any obligation to (and expressly disclaims any such obligation to) update or alter its forward - looking statements, whether as a result of new information, future events or otherwise.
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