8-KOther EventsExhibits & Filings

KLA CORP 8-K Report, Corporate Update (Apr 8, 2008)

Filed April 8, 2008For Securities:KLAC

Summary

KLA-Tencor Corporation (KLAC) announced on April 7, 2008, the launch of a tender offer to acquire all outstanding shares, warrants, and options of ICOS Vision Systems Corporation NV. The offer, priced at EUR 36.50 per share, EUR 32.76 per 2002 warrant, and EUR 5.60 per 2007 option, represents a significant strategic move by KLA-Tencor to expand its operations. The board of directors of ICOS has recommended that ICOS shareholders accept KLA-Tencor's bid, and ICOS board members who hold shares have committed to tender them. The tender offer period is set to begin on April 8, 2008, and conclude on May 19, 2008. The completion of this acquisition is anticipated in the second calendar quarter of 2008, subject to customary closing conditions, including regulatory approvals and a minimum acceptance threshold of 85% of ICOS's outstanding shares.

Key Highlights

  • 1KLA-Tencor launched a tender offer to acquire ICOS Vision Systems Corporation NV.
  • 2The offer prices are EUR 36.50 per share, EUR 32.76 per 2002 warrant, and EUR 5.60 per 2007 option.
  • 3ICOS's board of directors recommends shareholders accept the offer.
  • 4ICOS board members holding shares have committed to tender their shares.
  • 5The tender offer period runs from April 8, 2008, to May 19, 2008.
  • 6Closing is expected in the second calendar quarter of 2008, subject to conditions.
  • 7A key condition is the acceptance of the offer by at least 85% of ICOS's outstanding shares.

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