Lam Research Corporation Prices $2.4 Billion Senior Notes Offering

FREMONT, CA--(Marketwired - May 23, 2016) - Lam Research Corporation (NASDAQ: LRCX) today announced the pricing of $800 million aggregate principal amount of its 2.800% Senior Notes due 2021 (the "2021 Notes"), $600 million aggregate principal amount of 3.450% Senior Notes due 2023 (the "2023 Notes"), and $1,000 million aggregate principal amount of 3.900% Senior Notes due 2026 (the "2026 Notes" and, together with the 2021 Notes and the 2023 Notes, the "Notes"). The offering is expected to close on June 7, 2016, subject to customary closing conditions.

The 2021 Notes will mature on June 15, 2021 and bear interest at an annual rate of 2.800%, the 2023 Notes will mature on June 15, 2023 and bear interest at an annual rate of 3.450%, and the 2026 Notes will mature on June 15, 2026 and bear interest at an annual rate of 3.900%.

Lam Research intends to use the net proceeds from the sale of the Notes in this offering to finance, in part, the cash portion of the total consideration payable by Lam to the KLA-Tencor Corporation ("KLA-Tencor") stockholders in connection with Lam's acquisition of KLA-Tencor, and related fees and expenses, and to prepay KLA-Tencor's outstanding term loans. This offering is not conditioned upon the completion of the KLA-Tencor acquisition. If the KLA-Tencor acquisition is not completed on or prior to December 30, 2016, or our merger agreement with KLA-Tencor is terminated on or at any time prior to such date, we will be required to redeem the 2023 Notes and the 2026 notes (the "special mandatory redemption"). The 2021 Notes are not subject to the special mandatory redemption provisions. In the event that the KLA-Tencor acquisition is not completed, we intend to use the net proceeds from the sale of the 2021 Notes for general corporate purposes.

Goldman, Sachs & Co., Barclays Capital Inc., Citigroup Global Markets Inc., and J.P. Morgan Securities LLC are acting as joint book-running managers for the offering.

This press release does not constitute an offer to sell or the solicitation of an offer to buy any of the Notes, nor shall there be any sale of the Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.