Proposed Acquisition by ASML Holding N.V. of Hermes Microvision, Inc.

Notifying Parties:

The parties to the agreement are:

1. ASML Holding N.V. (“ASML”); and

2. Hermes Microvision, Inc (“HMI”).

Notifying Date:

28 June 2016

Summary of transaction:

(i)        The names of the merger parties:

ASML and HMI.

(ii)        A description of the transaction:

This is a joint notification made by ASML and HMI (the “Parties”), in relation to the anticipated acquisition by ASML of 100 per cent. of the issued and outstanding capital shares of HMI (the “Acquisition”).

(iii)        A description of the business activities of the merger parties worldwide and in Singapore:

ASML is involved in the development, production, marketing, selling and servicing of advanced high-tech lithography, metrology and software solutions for the semiconductor industry worldwide. Specifically in Singapore, ASML’s activities comprise the sales of lithography equipment, overlay metrology equipment and process control software. ASML also provides maintenance and customer services in Singapore.

HMI is involved in the manufacturing of e-beam inspection tools for chip manufacturers worldwide. HMI also has no offices or facilities in Singapore, and does not undertake manufacturing or R&D in Singapore, but supplies e-beam inspection tools to customers in Singapore.

(iv)        A description of the overlapping goods or services, including brand names:

There are no overlapping goods or services sold by the Parties globally (including in Singapore).

(v)        A description of substitute goods or services:

Not applicable.

(vi)        The applicant’s views on:

a.    the definition of the relevant market(s);

b.    the way in which competition functions in this market;

c.    barriers to entry and countervailing buyer power; and

d.    the competitive effects of the merger (non-coordinated, coordinated and/or vertical effects, as relevant).

There are no overlapping goods or services between the Parties. Within the Parties’ respective products, the relevant product markets may be broadly defined, for the purposes of this notification, as follows: (i) lithography equipment; (ii) overlay metrology equipment; (iii) process control software; and (iv) wafer inspection equipment. The Parties are of the view that it is not necessary to conclude on the exact delineation of any sub-segments within each of these broader product markets.

Non-coordinated effects

The Acquisition will not give rise to horizontal effects, as ASML and HMI produce very different types of equipment and do not have any horizontally overlapping activities.

There are also no potential portfolio or conglomerate effects arising from the Acquisition amongst others in view of the following:

a)    the merged entity has no ability or incentive to foreclose competitors on the lithography equipment market;

b)    the merged entity has no ability or incentive to foreclose competitors on the wafer inspection market;

c)    strong countervailing buyer power prevents the merged entity from engaging in anticompetitive foreclosure on any market.

Coordinated effects

The Acquisition will not give rise to coordinated effects in the relevant markets, amongst others in view of:

a)    competing suppliers globally who will be able to disrupt any coordinated behaviour; and

b)    the strong countervailing buyer power of end customers, who will be able to disrupt any coordinated behaviour.

Decision:

The proposed merger, if carried into effect, will not infringe the Section 54 prohibition.

Decision date:

10 August 2016

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