Genus (NASDAQ:GGNS)
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Genus Schedules Special Shareholder Meeting to Vote on AIXTRON
Merger
SUNNYVALE, Calif., Feb. 9 /PRNewswire-FirstCall/ -- Genus, Inc. (NASDAQ:GGNS)
announced today that it will host a special meeting of shareholders at 9:00
a.m. local time on Thursday, March 10, 2005, to vote on its previously
announced merger with AIXTRON AG of Aachen, Germany. The meeting will be held
at Genus headquarters, located at 1139 Karlstad Drive, Sunnyvale, Calif.
Genus set Friday, February 4, 2005 as the record date for the determination of
shareholders entitled to vote at the special meeting. AIXTRON will send a
definitive proxy statement/prospectus to all Genus shareholders of record as of
the record date. The definitive proxy statement/prospectus will contain
important information regarding the previously announced merger.
Genus also confirmed that it will not announce financial results for the fourth
quarter or the year ended December 31, 2004 as a stand-alone company, and Genus
therefore will not host an investor conference call.
About Genus
Genus, Inc. manufactures critical deposition processing products for the global
semiconductor industry and the data storage industry. To enable the production
of intricate micro computer chips and electronic storage devices, Genus offers
its StrataGem and LYNX series production-proven equipment for 200 mm and 300 mm
semiconductor production, and offers thin film deposition products for chemical
vapor deposition (CVD), atomic layer deposition (ALD), and pre-clean
capabilities. Genus is at the forefront of market and technology developments
in the ALD marketplace, which is gaining acceptance worldwide as a critical
technology for sub 0.13-micron production of computer chips and electronic
storage devices. Genus' customers include semiconductor and data storage
manufacturers located throughout the United States, Europe and the Pacific Rim
including Korea, Japan and Taiwan. Founded in 1981, the company is
headquartered in Sunnyvale, California. For additional information visit Genus'
web site at http://www.genus.com/. LYNX2(R) and LYNX3(TM) are trademarks of
Genus, Inc.
Forward-Looking Statements
This document may contain forward-looking statements about the financial
conditions, results of operations and earnings outlook of AIXTRON and Genus
within the meaning of the "safe harbor" provisions of the Private Securities
Litigation Reform Act of 1995. Words such as "expects," "anticipates,"
"intends," "plans," "believes," and "estimates," and variations of these words
and similar expressions, identify these forward-looking statements. These
statements are not guarantees of future performance, involve certain risks,
uncertainties and assumptions that are difficult to predict, and are based upon
assumptions as to future events that may not prove accurate. Therefore, actual
outcomes and results may differ materially from what is expressed herein. For
example, if Genus does not receive required shareholder approval or either
Genus or AIXTRON fail to satisfy other conditions to closing, the transaction
will not be consummated. In any forward-looking statement in which AIXTRON or
Genus expresses an expectation or belief as to future results, such expectation
or belief is expressed in good faith and believed to have a reasonable basis,
but there can be no assurance that the statement or expectation or belief will
result or be achieved or accomplished. Actual operating results may differ
materially from such forward-looking statements and are subject to certain
risks, including risks arising from: actual customer orders received by the
companies; the extent to which MOCVD and ALD technology is demanded by the
market place; the actual number of customer orders received by the companies;
the timing of final acceptance of products by customers; the financial climate
and accessibility of financing, general conditions in the thin film equipment
market and in the macro-economy; cancellations, rescheduling or delays in
product shipments; manufacturing capacity constraints; lengthy sales and
qualification cycles; difficulties in the production process; changes in
semiconductor industry growth; increased competition; delays in developing and
commercializing new products; general economic conditions being less favorable
than expected; the risk that the AIXTRON and Genus businesses will not be
integrated successfully; costs related to the proposed merger; failure of the
Genus shareholders to approve the proposed merger or the failure of other
conditions to the proposed merger to be satisfied; and other factors, including
those set forth in Genus's filings with the U.S. Securities and Exchange
Commission, including its Annual Report on Form 10-K for its most recent fiscal
year and its most recent Quarterly Report on Form 10-Q, particularly in the
"Risk Factors" and "Management's Discussion and Analysis of Financial Condition
and Results of Operations" sections, and its Current Reports on Form 8-K. The
forward-looking statements contained in this news release are made as of the
date hereof and AIXTRON and Genus do not assume any obligation to (and
expressly disclaim any such obligation to) update the reasons why actual
results could differ materially from those projected in the forward-looking
statements. Any reference to the Internet website of AIXTRON or Genus is not an
incorporation by reference of such information in this press release, and you
should not interpret such a reference as an incorporation by reference of such
information.
Additional Information
AIXTRON and Genus entered into a definitive merger agreement on July 1, 2004.
AIXTRON has filed a registration statement on Form F-4 with the U.S. Securities
and Exchange Commission, or SEC, which includes a prospectus of AIXTRON and a
proxy statement of Genus. Investors and security holders are urged to read the
proxy statement/prospectus regarding the business combination transaction
referenced in the foregoing information because it will contain important
information. Investors and security holders may obtain a free copy of the proxy
statement/prospectus and other documents filed by AIXTRON and Genus with the
SEC at the SEC's website at http://www.sec.gov/. The proxy statement/prospectus
and these other documents may also be obtained for free from AIXTRON by
directing a request to AIXTRON Investor Relations at Kackertstr.15-17, 52072
Aachen, +49 241 8909 444 or from Genus, by directing a request to Genus
Investor Relations at 1139 Karlstad Drive, Sunnyvale, Calif. 94089, (408)
747-7140 Ext. 1311.
Certain Participants
AIXTRON and its directors and executive officers may be deemed to be
participants in the solicitation of proxies from the shareholders of Genus in
connection with the merger. Information regarding the special interests of
these directors and executive officers in the merger will be included in the
proxy statement/prospectus described above. Genus and its directors and
executive officers may be deemed to be participants in the solicitation of
proxies from the shareholders of Genus in connection with the merger.
Information regarding the special interests of these directors and executive
officers in the merger will be included in the proxy statement/prospectus
described above.
DATASOURCE: Genus, Inc.
CONTACT: Genus Investor Relations, +1-408-747-7140, ext. 1311
Web site: http://www.genus.com/