SOURCE: Credence Systems Corporation

June 16, 2008 19:30 ET

Credence Enters Agreement to Sell Its Amerang Operations to Advantest

MILPITAS, CA--(Marketwire - June 16, 2008) - Credence Systems Corporation (NASDAQ: CMOS), a provider of test solutions for the worldwide consumer semiconductor industry, announced today that it has entered into a definitive agreement to sell its operations in Amerang, Germany, Credence Systems GmbH, to Advantest Corporation.

"In order to achieve our profitability goals, we evaluated all of our operations for opportunities to reduce our logistical footprint and further optimize operational efficiencies. As a stand-alone entity, we sought a buyer for our Amerang operations that would protect our customers' interests by continuing to support their automotive products. Advantest has made this commitment to us and we believe that we have achieved an excellent outcome for our automotive customers while avoiding extensive restructuring," said Lavi Lev, president and CEO of Credence. "Credence will continue to participate in the automotive market with our current product lines as we actively address the broad and diverse consumer markets that also include wireless, entertainment and computing with products that deliver the best value to our customers."

Pursuant to the terms of the Agreement, Advantest Corporation will purchase the operation for US$5.0 million. In connection with the transaction, employees, manufacturing and key infrastructure will remain in Amerang but be owned by Advantest, who will take control of the operations' assets, including inventories, spares, plant property and equipment, and associated liabilities. Advantest, through the purchase of Credence Systems GmbH, will also assume all of Credence Systems GmbH's contractual obligations with automotive customers including those obligations in connection with the Credence Falcon, Piranha and other legacy automotive product lines.

The transaction is anticipated to close on or before August 31st, 2008. There is no expected impact to Credence's guidance for fiscal Q3, other than a one-time non-cash impairment charge. The company will discuss its ongoing business model as a result of this sale in its third quarter fiscal 2008 conference call, scheduled for August 28, 2008.

About Credence

Credence Systems Corporation is a global provider of automated test equipment (ATE) solutions to the high growth, consumer semiconductor industry. Credence is committed to deliver the highest standards of value -- an optimal combination of technology, turn-around time, reliability, ease of use, service and support -- to every customer, which enables important cost and performance advantages for integrated device manufacturers (IDMs), wafer foundries, outsource assembly and test (OSAT) suppliers and fabless chip companies worldwide. An ISO 9001-certified company with a presence in 20 countries, Credence is headquartered in Milpitas, California. More information is available at http://www.credence.com.

About Advantest

Advantest Corporation is the world's leading automatic test equipment supplier to the semiconductor industry, and also produces electronic instruments and systems. A global company, Advantest has long offered total ATE solutions, and serves the industry in every component of semiconductor test: tester, handler, mechanical and electrical interfaces, and software. Its logic, memory, mixed-signal and RF testers and device handlers are integrated into the most advanced semiconductor production lines in the world. Founded in Tokyo in 1954, Advantest established its first subsidiary in 1982, in the USA, and now has subsidiaries worldwide. Among them, Advantest America, Inc. is based in Santa Clara, CA, Advantest (Europe) GmbH is based in Munich, Germany, and Advantest Taiwan Inc. is based in Hsinchu, Taiwan. More information is available at www.advantest.co.jp

Forward-Looking Statements

This release contains statements that are forward-looking within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, including the following statements: that the sale of the Amerang operations will help achieve our profitability goals, that we have achieved an excellent outcome for our legacy automotive customers while avoiding extensive restructuring, our continued participation in the automotive market with our current product lines, that we actively address the broad and diverse consumer markets with products that deliver the best value to our customers, that employees in Amerang will remain in Amerang after the acquisition, that Advantest will assume all of Credence Systems GmbH's contractual obligations, certain aspects of the transaction, including the purchase price and the anticipated closing date, that we will take a one-time non-cash impairment charge, and that we will discuss our ongoing business model as a result of this sale in our third quarter fiscal 2008 conference call, scheduled for August 28, 2008. Such important factors involve risks and uncertainties including, but not limited to, the difficulties of transferring the focus of our business into areas in which we have limited experience, the volatility of the trading price of our stock, the need to focus on different aspects of our business to improve stockholder value, unanticipated challenges in assessing business conditions and the overall market by both Credence and Advantest, unanticipated difficulties in implementing improvements to our business model, unforeseeable events that may materially affect the proposed sale, unexpected changes in the business plans of Advantest, unanticipated challenges in the automotive market, fluctuation in customer demand, timing and volume of orders and shipments, competition and pricing pressures, and reliability and quality issues. Reference is made to the discussion of risk factors detailed in our filings with the Securities and Exchange Commission, including our reports on Form 10-K and 10-Q. All projections in this release are based on limited information currently available to us, which is subject to change. Although any such projections and the factors influencing them will likely change, we will not necessarily update the information, since we are only to provide guidance at certain points during the year. Actual events or results could differ materially and no reader of this release should assume later in the quarter that the information provided today is still valid. Such information speaks only as of the date of this release.