Date: 07/04/2011

Advantest to acquire Verigy for US$15.00 per share in cash

Advantest Corporation and Verigy Ltd. have entered into a definitive agreement under which Advantest will acquire all outstanding Verigy ordinary shares for US$15.00 per share in cash. The total acquisition price will be approximately US$1.1 billion (approximately ¥ 90.9 billion (based on the exchange rate US$1 = ¥81)).

Advantest's $15.00 per share cash offer represents a premium of approximately 64 percent to Verigy's closing stock price on December 3, 2010, the day prior to Verigy's announcement that it had received an offer from Advantest.

The release states as a combined company, Advantest and Verigy will have a more complete set of product solutions and the global scale and breadth to better meet customer demands in today's rapidly changing markets. The combined company will have the ability to increase investments in innovation and remain a strong supplier to its customers, while offering enhanced long-term career opportunities for employees of both companies.

"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. We are excited about the possibilities this combination presents and look forward to working together to provide significant benefits to our customers and employees."