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Nov 14, 2018 Topics

TOKYO and IRVINE, CA - November 14, 2018 - Leading semiconductor test equipment supplier Advantest Corporation (“Advantest” or the “Company”) (TSE: 6857) has announced that they have entered into a definitive agreement under which Advantest will acquire the commercial Semiconductor System Level Test business (“Test Systems”), a provider of system level test for semiconductor components and modules, from Astronics Corporation (Nasdaq: ATRO) for $185 million, plus an earn-out payment of up to $30 million based on certain performance milestones.

Test Systems is highly complementary to Advantest's existing suite of leading edge automated test equipment (ATE) solutions and broadens Advantest's position in system level test, an increasingly critical test modality to large consumer electronics manufacturers. The transaction further demonstrates the Company's commitment to expanding test and measurement solutions throughout the semiconductor value chain and represents an important milestone in Advantest's Objectives of Grand Design and the Company's Mid-Term Plan disclosed on April 26th, 2018.

“We will be able to offer stronger solutions to our diversified customer base and continue to add significant customer value in an evolving semiconductor value chain by further enriching and expanding our suite of test and measurement solutions,” said Yoshiaki Yoshida, Advantest President and Chief Executive Officer. "With this acquisition, Advantest will benefit greatly from Test Systems' technology development capabilities, technical talent and recent customer successes in this emerging segment of test. The acquisition will allow us to better and more timely respond to the growing needs of our semiconductor customers, and we believe Test Systems will benefit greatly from Advantest's global footprint, customer base and resources. We look forward to making significant advances in developing new solutions with Test Systems to deliver significant value to customers, employees and shareholders."

Based in Irvine, California, Test Systems will become a fully owned subsidiary of Advantest's U.S. subsidiary, Advantest America, Inc., and will operate under a newly created entity, Advantest Test Solutions, Inc.. The transaction is subject to customary closing conditions and is expected to close by year end.

GCA Advisors, LLC is acting as exclusive financial advisor to Advantest. Stoel Rives LLP and Skadden, Arps, Slate Meagher & Flom are acting as Advantest's legal counsel.

Note: All information supplied in this release is correct at the time of publication, but may be subject to change.