Intel will spend more than $4 billion to buy up to 15 percent of ASML and accelerate the Dutch company's research into next-generation chipmaking technology.
Intel has entered into a series of agreements with ASML Holding N.V. , the world's largest supplier to chipmakers of machines - intended to accelerate the development of 450-millimeter (mm) wafer technology and extreme ultra-violet (EUV) lithography totaling €3.3 billion (approximately $4.1 billion). The objective is to shorten the schedule for deploying the lithography equipment supporting these technologies by as much as two years, resulting in cost savings and other productivity improvements for semiconductor manufacturers.
To achieve this, Intel is participating in a multi-party development program that includes a cash contribution by Intel to fund relevant ASML research and development (R&D) efforts as well as equity investments in ASML. The first phase of this program consists of Intel committing to R&D funding of €553 million (approximately $680 million) to assist ASML in accelerating the development and delivery of 450-mm manufacturing tools, as well as an equity investment of €1.7 billion (approximately $2.1 billion) for approximately 10 percent of ASML's pre-transaction issued shares. Intel will record the R&D investment as a combination of R&D expense and pre-payments on future tool deliveries.
The second phase of the program is conditioned upon ASML shareholder approval. It includes an additional commitment by Intel of R&D funding of €276 million (approximately $340 million) in ASML focused on accelerating EUV, as well as an equity investment of €838 million (approximately $1.0 billion) for an additional 5 percent of ASML post-transaction issued shares.
Intel will then hold a total of 15 percent of ASML's issued shares. The total equity investment will be ?2.5 billion (approximately $3.1 billion). As part of these agreements, Intel is also committing to advanced purchase orders for 450-mm and EUV development and production tools from ASML.
Both phases of the program are subject to standard closing conditions, including customary regulatory approvals. The companies expect both phases of the transaction to close after the shareholder vote in the third quarter.
"Productivity improvements driven by enhanced wafer manufacturing technologies, especially larger silicon wafers and enhanced lithography technologies with EUV are direct enablers of Moore's Law, which delivers significant economic benefits to consumers," said Brian Krzanich, Intel senior vice president and chief operating officer. "The transition from one wafer size to the next has historically delivered a 30 to 40 percent reduction in die cost and we expect the shift from today's standard 300-mm wafers to larger 450-mm wafers to offer similar benefits. The faster we do this, the sooner we can gain the benefit of productivity improvements, which creates tremendous value for customers and shareholders."
ASML has stated its intention to sell up to a 25 percent aggregate stake in the company (on a post-transaction basis) to Intel and other semiconductor manufacturers in this program. ASML is currently in discussions with other companies and has publicly indicated it expects others in the industry to participate in the R&D and equity program. Regardless of the outcome of ASML's discussions with its other customers and upon completion of this two-phase program, Intel's ownership stake in ASML will not exceed 15 percent of ASML's post-transaction issued shares and will be subject to lock-up and voting restrictions.
Intel intends to fund its R&D and equity investments in ASML from cash on hand at its offshore subsidiaries.
"We are extremely encouraged that Intel has made these investments, which will benefit every semiconductor manufacturer in the industry," said Eric Meurice, president and chief executive officer of ASML. "We hope to be able to announce additional investments by our other customers in the coming weeks."
A critically important aspect of this transaction is the additional funding it provides for ASML's EUV development program. When deployed in conjunction with 450-mm wafer production, the productivity and cost benefits of EUV will be substantial for Intel and other semiconductor manufacturers. Intel was involved in the formation of the first EUV consortium in 1997. With these additional R&D investments for EUV, ASML and Intel hope to help lead the semiconductor industry in the transition to this critical technology.
ASML competes with Japanese groups Canon and Nikon. Its clients include Intel and Samsung Electronics.
EUV lithography - long seen as the inevitable successor to optical immersion lithography, has been delayed several times by development hiccups. ASML has six pre-production EUV development tools currently in the field, but these tools lack the throughput required for economical chip production in high volume.
Intel wants to deploy EUV lithography at the 10-nm node in the second half of 2015. But the company has also said it would be prepared to extend optical immersion lithography to that node in the event that EUV is not ready.
TSMC, the world's top contract chip maker, also said on Tuesday it has received a proposal from ASML on co-investment and it is in the process of evaluating the proposal.