Message #59 From:
NewsBot Date: October 12, 2006 09:01:00 PM
ATYT News AMD's Proposed Acquisition of ATI Receives Approval under Investment Canada Act
SUNNYVALE, Calif.& MARKHAM, Ontario--(BUSINESS WIRE)--Advanced Micro Devices, Inc. (NYSE: AMD) and ATI Technologies Inc. (TSX:
ATY)(NASDAQ: ATYT) today announced that the proposed acquisition of ATI
by AMD has been approved by the Minister of Industry under the
Investment Canada Act, satisfying one of the conditions to the closing
of the acquisition.
“We are confident that our plans for the
combination of AMD and ATI will deliver world-class customer-centric
solutions and will benefit Canada and its future role in the technology
industry,” said AMD Chairman and CEO Hector
Ruiz. “We look forward to the successful
completion of the transaction that will generate new opportunities for
both companies, the employees and the communities in which we operate.”
The proposed acquisition, announced on July 24, 2006, still remains
subject to the approval of ATI shareholders, court approval of the plan
of arrangement and other customary closing conditions. Subject to
satisfaction or waiver of these conditions, the transaction is expected
to be completed during the week of October 23.
Demonstrating that the transaction will be a net benefit to Canada, AMD
made several commitments to the Minister of Industry with respect to its
Canadian operations, including:
Plans to expand research and development in Canada by committing to
increase the number of employees in the R&D sector in Canada, increase
total expenditures on research and development in Canada when compared
to
ATI’s expenditures in this area in the prior
years, and increase the number of student co-op positions that will be
available to Canadian students at its operations in Canada;
Nominating a Canadian for election to AMD’s
board of directors over the next five years, highlighting the
importance that Canada will play in the ongoing operations of the
combined AMD-ATI entity; and
Plans for a global mandate for the current ATI consumer business unit,
which will continue to be based in Markham, Canada. The current head
of this unit, a Canadian citizen, is expected to continue in this
leadership role.
Advanced Micro Devices (NYSE: AMD) is a leading global provider of
innovative microprocessor solutions for computing, communications and
consumer electronics markets. Founded in 1969, AMD is dedicated to
delivering superior computing solutions based on customer needs that
empower users worldwide. For more information visit www.amd.com.
ATI Technologies Inc. is a world leader in the design and manufacture of
innovative 3D graphics, PC platform technologies and digital media
silicon solutions. An industry pioneer since 1985, ATI is the world’s
foremost graphics processor unit (GPU) provider and is dedicated to
deliver leading-edge performance solutions for the full range of PC and
Mac desktop and notebook platforms, workstation, set-top and digital
television, game console and handheld device markets. With fiscal 2005
revenues of US $2.2 billion, ATI has approximately 4,000 employees in
the Americas, Europe and Asia. ATI common shares trade on NASDAQ (ATYT)
and the Toronto Stock Exchange (ATY).
Safe Harbor Statement
This release contains forward-looking statements, which are made
pursuant to the safe harbor provisions of the U.S. Private Securities
Litigation Reform Act of 1995. Forward-looking statements are commonly
identified by words such as “proposed,”“may,”“expected,”
and other terms with similar meaning. Forward-looking statements are
based on current beliefs, assumptions and expectations and speak only as
of the date of this release and involve risks and uncertainties that
could cause actual results of AMD, ATI or the combined company to differ
materially from current expectations. The material factors and
assumptions that could cause actual results to differ materially from
current expectations include, without limitation, the following: failure
to obtain approval of ATI shareholders or the court of the Plan of
Arrangement; actions that may be taken by the competitors, customers and
suppliers of AMD or ATI that may cause the transaction to be delayed or
not completed; revenue, cost savings, growth prospects and any or other
synergies expected from the proposed transaction may not be fully
realized or may take longer to realize than expected; the transaction
may not be accretive as expected; AMD or the combined company may not
achieve any year-end or longer-term targeted gross margins, research and
development expenses, selling, general or administrative expenses,
operating margins, capital structure or debt-to-capitalization ratio;
AMD or the combined company may require additional capital and may not
be able to raise sufficient capital, on favorable terms or at all;
delays associated with integrating the companies, including employees
and operations, after the transaction is completed; the possible
impairment of goodwill and other long-lived assets resulting from the
transaction and the resulting impact on the combined company’s
assets and earnings; unexpected variations in market growth and demand
for the combined company’s products and
technologies; rapid and frequent technology changes in the computing and
consumer electronics segments; potential constraints on the ability to
develop, launch and ramp new products on a timely basis; research and
development costs associated with the development of new products and
other factors that may affect future results of the combined company
described in the section entitled “Risk
Factors” in the management information
circular that was mailed to ATI’s
shareholders and in AMD and ATI’s filings
with the U.S. Securities and Exchange Commission (“SEC”)
that are available on the SEC’s web site
located at http://www.sec.gov,
including the section entitled “Risk Factors”
in AMD's Form 10-Q for the fiscal quarter ended July 2, 2006 and the
section entitled “Risks and Uncertainties”
in Exhibit 1 to ATI’s Form 40-F for the
fiscal year ended August 31, 2005. Please see Item 3.12 “Narrative
Description of the Business – Risks and
Uncertainties” in ATI’s
2005 Annual Information Form and the Risks and Uncertainties section of
ATI’s annual MD&A on page 30 of ATI’s
2005 Annual report filed on the SEDAR website maintained by the Canadian
Securities Administrators at http://www.sedar.com.
Readers are strongly urged to read the full cautionary statements
contained in those materials. We assume no obligation to update or
revise any forward-looking statement, whether as a result of new
information, future events or any other reason.
Additional Information
In connection with the proposed transaction, ATI has filed a management
information circular with the Canadian securities regulatory
authorities. Investors and security holders are urged to read the
management information circular because it contains important
information about AMD, ATI and the transaction. Investors and security
holders may obtain the management information circular free of charge on
the SEDAR website maintained by the Canadian Securities Administrators
at http://www.sedar.com as well as on
the SEC’s website located at http://www.sec.gov.
Investors and security holders may obtain any documents relating to the
transaction filed by AMD with the SEC free of charge at the SEC’s
website located at http://www.sec.gov
and filed by ATI on SEDAR at http://www.sedar.com.
