SOURCE: Thomson

June 27, 2008 01:51 ET

Thomson and NXP Semiconductors Finalize Agreement to Combine Can Tuner Activities

PARIS and EINDHOVEN, NETHERLANDS--(Marketwire - June 27, 2008) - Thomson and NXP Semiconductors Finalize Agreement to Combine Can Tuner Activities

Paris, France, and Eindhoven, Netherlands June 27 2008 - Following the announcement of a Memorandum of Understanding (MOU) between NXP Semiconductors and Thomson (Euronext 18453; NYSE: TMS) on 14 February this year, the two companies today announced that they have signed a definitive agreement on the transaction to combine their can tuner module operations in a joint venture.

NXP will have a 55 percent holding in the new venture and Thomson the remaining 45 percent. In 2007, these operations have posted combined sales of over approximately USD 250 million (EUR 160 million approx.)

The new organization will comprise approximately 4,000 employees, the majority of these being staff from NXP and Thomson manufacturing operations in Indonesia. The CEO of the joint venture will be an NXP designate, Pieter Paumen, and Thomson will assign the CFO - Philippe Nau.

"Moving our can tuner business into a JV reiterates NXP's commitment to ensure our operations are best placed to succeed. The new company will have the scale and leadership position to win in the can tuner market and to develop new RF technologies, while NXP will focus its Home Business Unit on Digital TV, Set Top Box, PC TV and silicon tuner activities," said Christos Lagomichos, EVP and General Manager of NXP's Home Business Unit.

Julian Waldron, CEO of Thomson, commented: "We are pleased to have reached a definitive agreement with NXP on the creation of this joint venture, which we believe will facilitate the successful further development of our can tuner businesses. This represents an initial step towards the simplification of Thomson's business portfolio to allow us to focus on developing our position as worldwide leader in video solutions."

NXP and Thomson expect that the transaction will close in the third quarter of 2008, subject to closing conditions, including regulatory approvals.

***

About Thomson -- World leader in video solutions

Thomson (Euronext Paris: 18453; NYSE: TMS) is the world leading provider of solutions for the creation, management, delivery and access of video, for the Communication, Media & Entertainment (CME) industries. Our clients are studios, broadcasters, network operators (telcos, broadband, satellite and cable operators) and an increasing range of professional users of videos. We deliver superior value to our customers through a unique combination of industry leading technologies, systems and services, enabling us to offer differentiated and innovative end-to-end solutions based on a broad portfolio of Intellectual Property. At the cross-roads of the CME industries, leveraging our core competencies in video but also audio, data and voice, we enable our customers to take advantage of the growth opportunities brought on by the digital convergence revolution. For more information: http://www.thomson.net.

Forward-looking statements - Thomson

Certain statements in this press release, including any discussion of management expectations for future periods, constitute "forward-looking statements" within the meaning of the "safe harbor" of the U.S. Private Securities Litigation Reform Act of 1995. Such forward-looking statements are based on management's current expectations and beliefs and are subject to a number of factors and uncertainties that could cause actual results to differ materially from the future results expressed or implied by the forward-looking statements due to changes in global economic and business conditions, "media and entertainment" markets, and regulatory factors. More detailed information on the potential factors that could affect the financial results of Thomson is contained in Thomson's filings with the U.S. Securities and Exchange Commission.

About NXP Semiconductors

NXP is a top 10 semiconductor company founded by Philips more than 50 years ago. Headquartered in Europe, the company has 37,000 employees working in more than 20 countries and posted sales of USD 6.3 billion in 2007. NXP creates semiconductors, system solutions and software that deliver better sensory experiences in mobile phones, personal media players, TVs, set-top boxes, identification applications, cars and a wide range of other electronic devices. News from NXP is located at www.nxp.com.

Forward-looking statements - NXP

This release may contain certain forward-looking statements with respect to the financial condition, results of operations and business of NXP and certain of the plans and objectives of NXP with respect to these items. By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that will occur in the future and there are many factors that could cause actual results and developments to differ materially from those expressed or implied by these forward-looking statements.

+-------------------------+-------------------+--------------------+
|Press Relations NXP      |                   |                    |
+-------------------------+-------------------+--------------------+
|Lieke de Jong -Tops      |    +31 40 2725202 |lieke.de.jong-tops@n|
|                         |                   |xp.com              |
+-------------------------+-------------------+--------------------+
|Investor Relations NXP   |                   |                    |
+-------------------------+-------------------+--------------------+
|Jan Maarten Ingen Housz  |    +31 40 27 28685|janmaarten.ingen.hou|
|                         |                   |sz@nxp.com          |
+-------------------------+-------------------+--------------------+
|Press Relations Thomson  |                   |                    |
+-------------------------+-------------------+--------------------+
|Martine Esquirou         |  +33 1 41 86 58 51|martine.esquirou@tho|
|                         |                   |mson.net            |
+-------------------------+-------------------+--------------------+
|Linda Balti              |  +33 1 41 86 65 24|linda.balti@thomson.|
|                         |                   |net                 |
+-------------------------+-------------------+--------------------+
|Caroline Ponsi           |  +33 1 41 86 61 11|caroline.ponsi@thoms|
|                         |                   |on.net              |
+-------------------------+-------------------+--------------------+
|Investor Relations       |                   |                    |
|Thomson                  |                   |                    |
+-------------------------+-------------------+--------------------+
|James Johnson            |  +33 1 41 86 61 48|james.johnson@thomso|
|                         |                   |n.net               |
+-------------------------+-------------------+--------------------+
|Laurent Sfaxi            |  +33 1 41 86 58 83|laurent.sfaxi@thomso|
|                         |                   |n.net               |
+-------------------------+-------------------+--------------------+
|Linda Lovichi            |  +33 1 41 86 51 00|linda.lovichi@thomso|
|                         |                   |n.net               |
+-------------------------+-------------------+--------------------+

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