Intel to Acquire Altera

SANTA CLARA, Calif. & SAN JOSE, Calif.-- June 1, 2015 -- Intel Corporation (NASDAQ: INTC) and Altera Corporation (NASDAQ: ALTR) today announced a definitive agreement under which Intel would acquire Altera for $54 per share in an all-cash transaction valued at approximately $16.7 billion.

The acquisition will couple Intel's leading-edge products and manufacturing process with Altera's leading field-programmable gate array (FPGA) technology. The combination is expected to enable new classes of products that meet customer needs in the data center and Internet of Things (IoT) market segments. Intel plans to offer Altera's FPGA products with Intel Xeon® processors as highly customized, integrated products. The companies also expect to enhance Altera's products through design and manufacturing improvements resulting from Intel's integrated device manufacturing model.

"Intel's growth strategy is to expand our core assets into profitable, complementary market segments," said Brian Krzanich, CEO of Intel. "With this acquisition, we will harness the power of Moore's Law to make the next generation of solutions not just better, but able to do more. Whether to enable new growth in the network, large cloud data centers or IoT segments, our customers expect better performance at lower costs. This is the promise of Moore's Law and it's the innovation enabled by Intel and Altera joining forces. We look forward to working with the talented team at Altera to deliver this value to our customers and stockholders."

"Given our close partnership, we've seen firsthand the many benefits of our relationship with Intel—the world's largest semiconductor company and a proven technology leader, and look forward to the many opportunities we will have together," said John Daane, President, CEO and Chairman of Altera. "We believe that as part of Intel we will be able to develop innovative FPGAs and system-on-chips for our customers in all market segments. Together, we expect to drive meaningful value for our customers, partners and employees around the world. This is an exciting transaction that provides immediate and significant value to our stockholders. We look forward to working closely with the Intel team to ensure a smooth transition and complete the transaction as quickly as possible."

Altera will become an Intel business unit to facilitate continuity of existing and new customer sales and support. Intel plans to continue support and development for Altera's ARM-based and power management product lines.

The transaction is expected to be accretive to Intel's non-GAAP EPS and free cash flow in the first year after close. Intel intends to fund the acquisition, which is expected to close within six to nine months, with a combination of cash from the balance sheet and debt.

The transaction has been unanimously approved by the Intel and Altera Boards of Directors and is subject to certain regulatory approvals and customary closing conditions, including the approval of Altera's stockholders.

J.P. Morgan Securities LLC and Rothschild Inc. are serving as financial advisors and Gibson, Dunn & Crutcher LLP and Weil, Gotshal & Manges LLP are serving as legal advisors to Intel. Goldman, Sachs & Co. is serving as the exclusive financial advisor to Altera and Wilson Sonsini Goodrich & Rosati, Professional Corporation, is serving as legal advisor to Altera.

For more information, investors are encouraged to visit intelacquiresaltera.transactionannouncement.com, which will be used by Intel and Altera to disclose information about the transaction and comply with Regulation FD.

Transaction Discussion Webcast

Intel will hold a public webcast at 7:00 a.m. PT (10:00 a.m. ET) today to discuss the transaction. The webcast and a copy of the webcast presentation materials can be found on Intel's Investor Relations website at www.intc.com. The live webcast can also be accessed in the United States at 1-866-383-8009 and outside the United States at +1-617-597-5342 with the passcode 99323762. A webcast replay and a copy of the webcast presentation materials will also be available at intelacquiresaltera.transactionannouncement.com.

About Intel

Intel is a world leader in computing innovation. The company designs and builds the essential technologies that serve as the foundation for the world's computing devices. As a leader in corporate responsibility and sustainability, Intel also manufactures the world's first commercially available "conflict-free" microprocessors. Additional information about Intel is available at newsroom.intel.com and blogs.intel.com, and about Intel's conflict-free efforts at conflictfree.intel.com.

About Altera

Altera® programmable solutions enable designers of electronic systems to rapidly and cost effectively innovate, differentiate and win in their markets. Altera offers FPGA, SoC, CPLD, and complementary technologies, such as power solutions to provide high-value solutions to customers worldwide. Visit Altera at www.Altera.com.