8-KMaterial AgreementsRegulation FDExhibits & Filings

APPLIED MATERIALS INC /DE 8-K Report, Material Agreement (May 4, 2006)

Filed May 4, 2006For Securities:AMAT

Summary

Applied Materials, Inc. (AMAT) announced a significant strategic move with the signing of an Agreement and Plan of Merger to acquire Applied Films Corporation. This acquisition positions AMAT to expand its offerings in the growing markets for flat panel displays, solar cells, flexible electronics, and energy-efficient glass, by integrating Applied Films' expertise in thin film deposition equipment. The transaction involves AMAT acquiring all outstanding shares of Applied Films for $28.50 per share in cash, totaling approximately $464 million. The net cost, after accounting for Applied Films' cash and marketable securities, is approximately $303 million. This acquisition is subject to customary closing conditions, including shareholder and regulatory approvals, indicating a clear path forward for the integration of these two companies.

Key Highlights

  • 1Applied Materials (AMAT) to acquire Applied Films Corporation for approximately $464 million in cash.
  • 2The acquisition price per share for Applied Films is $28.50.
  • 3The net acquisition cost, after considering Applied Films' cash, is approximately $303 million.
  • 4Applied Films is a key player in thin film deposition equipment for displays, solar, and other emerging markets.
  • 5The merger is expected to strengthen AMAT's position in high-growth technology sectors.
  • 6Completion of the merger is contingent on shareholder and regulatory approvals.
  • 7Applied Materials will assume Applied Films' outstanding stock options and equity awards.

Frequently Asked Questions

Applied Materials is acquiring Applied Films to expand its presence and product offerings in the rapidly growing markets for flat panel displays, solar cells, flexible electronics, and energy-efficient glass. Applied Films' expertise in thin film deposition equipment is complementary to AMAT's existing business.

The total purchase price for Applied Films is approximately $464 million in cash. After deducting Applied Films' existing cash and marketable securities, the net cost to Applied Materials is approximately $303 million.

The completion of the merger is subject to several customary closing conditions, which include the approval of Applied Films' shareholders and the receipt of necessary regulatory approvals in the U.S. and other countries.

Yes, Applied Materials will assume Applied Films' outstanding options and other equity awards as part of the acquisition.