Lam Research acquires semiconductor equipment maker Novellus Systems in $3.3 billion all-stock transaction

Client(s) Lam Research Corporation

Jones Day advised Lam Research Corp. in its $3.3 billion stock-for-stock acquisition of Novellus Systems, Inc. Under the terms of the agreement, Novellus stockholders will receive 1.125 shares of Lam Research common stock for each share of Novellus that they own, in a tax-free exchange. Based on the closing price of Lam's stock on June 4, 2012, the transaction values Novellus at a price of $40.48875 per common share.

The combined enterprise, which will retain the name of Lam Research Corp., will be a semiconductor equipment company with a broad portfolio of market-leading products and multiple opportunities to drive value creation through significant revenue and cost synergies.

In addition to M&A representation, Jones Day provided antitrust, banking, benefits, capital markets, intellectual property, and tax advice regarding this transaction.