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Mergers & Acquisitions

Intel has acquired West Bay Semiconductor in a cash-for-assets transaction.

West Bay (Vancouver, Canada) designs high-speed and high-density networking
chips for voice and data transport over Synchronous Optical
Networking/Synchronous Digital Hierarchy (SONET/SDH) optical networks.
Financial terms were not disclosed.



Intel intends to combine West Bay's architectures and designs with 90nm
silicon manufacturing. The combination should substantially reduce the cost,
power consumption and complexity of optical networking equipment that uses
these chips.



West Bay's product line includes transport framers and data mappers for
applications running at speeds of up to 2.5Gbits/sec (Gbps). West Bay is
also developing deeply channelised bandwidth management technologies for
simultaneous, real-time processing of thousands of voice and data streams.
The company's product line is targeted at the metropolitan core, edge and
access optical networks.



Most of West Bay Semiconductor's employees will join the Intel Optical
Products Group (OPG). OPG is part of the Intel Communications Group, which
designs and manufactures high-performance, low-cost optoelectronic
components and optical subsystems for the long-haul core, metropolitan and
enterprise market segments.



Bookham Technology has entered into an agreement to acquire substantially
all of the business and assets of Cierra Photonics, a company based in
California, employing 39 people. Cierra Photonics designs and manufactures
thin-film filters and other components for the fibre optic telecoms
industry. The company's Advanced Energetic Deposition (AED) technology is a
specialised process for wafer-scale deposition of extremely well-controlled
films that results in components that have lower costs, high yields and
industry-leading optical performance.



Bookham would acquire substantially all of the assets and certain
liabilities of Cierra Photonics. The consideration for the acquisition will
comprise the issue to Cierra Photonics of 3.07mn new ordinary shares in
Bookham. These shares will be issued on completion, which is expected to
take place within days. Based on the closing prices on July 3, 2003, the
value of the deal is GBP2.25mn. Bookham Technology could issue 4.2mn further
ordinary shares to Cierra Photonics under certain conditions.



CML Microsystems has entered into an agreement to acquire Hyperstone, a
fabless semiconductor company headquartered in Germany. Hyperstone develops
unified RISC/DSP architectures and microcontrollers for flash memory
solutions and licenses the resulting patented technology. Target markets
include digital imaging, flash memory cards, fingerprint recognition and
communications.



CML Microsystems is a UK-based holding company for six operating
subsidiaries located in the UK, USA and Singapore. These subsidiaries
design, manufacture and market semiconductor products, primarily for the
global communications market, including wireless data, wireline telecoms and
two-way radio. The group provides application specific standard products
(ASSP's) for its target markets.
While Hyperstone will continue to operate under its own existing brand name,
locations, management structure and product roadmap, both companies will
focus on jointly providing complete SoC platforms for further applications.



Rite Track has bought the 8X and 9X track product lines from ASML. These
products were inherited from ASML's acquisition of Silicon Valley Group
(SVG). Rite Track manufactures track systems for the semiconductor, MEMS and
thin film head industries, Rite Track says that this acquisition makes its
one of the industry's largest track suppliers. The agreement includes the
intellectual property rights for the 8X and 9X product lines, giving Rite
Track the ability to provide new and remanufactured 8X and 9X products,
spare parts, and service support to the industry. As a part of this
agreement Rite Track will also assume support of existing ASML track
contracts.



Automated inspection tool company August Technology has acquired
Counterpoint Solutions, a developer of wafer inspection, review and failure
analysis solutions. The acquisition includes CSI's Harmony suite of software
solutions. Harmony provides the ability to capture wafer defect images in a
user-friendly environment for review, classification and annotation of
defects.



August also acquires specialised wafer inspection and review systems,
including the soon to be released VersaScope, a flexible microscope-based
inspection system integrating Zeiss optical technology.
With this acquisition, August Technology also gains a technical development
and applications facility in New York. Michael Plisinski, founder and CEO of
CSI, will become a senior marketing executive with August.
The transaction consisted primarily of 200,000 shares of August Technology
stock, amounting to $1.45mn, which is less than one year's revenues based on
projected 2003 sales levels.



Axcelis Technologies announced acquisition of Matrix Integrated Systems, a
photoresist dry strip equipment supplier based in California for $14mn in
cash. The company hopes to add front-end-of-line capabilities in addition to
its existing back-end-of-line dry strip systems such as the ES3Lk.



Credence Systems denied published reports that it is negotiating with either
Schlumberger or Francisco Partners and Shah Management to acquire NPTest.
Credence also stated that it has no intention to enter into negotiations to
acquire NPTest or its assets.



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