425 1 f67052e425.txt 425 1 Filed by Silicon Valley Group, Inc. Pursuant to Rule 425 under the Securities Act of 1933 and deemed filed pursuant to Rule 14a-12 of the Securities Exchange Act of 1934. Subject Company: Silicon Valley Group, Inc., Commission File No.: 0-11348. PRESS RELEASE ASM LITHOGRAPHY HOLDING N.V. AND SILICON VALLEY GROUP, INC. ANNOUNCE EARLY TERMINATION OF ANTITRUST WAITING PERIOD VELDHOVEN, The Netherlands & SAN JOSE, Calif.--(BUSINESS WIRE)--Nov. 6, 2000--ASM Lithography Holding N.V. (ASML) and Silicon Valley Group, Inc. (SVGI) jointly announced today that they have received early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 with respect to the merger of the companies, which means that the merger has been cleared for United States antitrust purposes. Consummation of the merger remains subject to approval by SVG's stockholders, other U.S. and international regulatory approvals and other customary closing conditions. Subject to the stockholder approval and satisfaction or waiver of all closing conditions, the merger is expected to close in early 2001. For more information about the merger agreement and the combining company, please see the October 2, 2000 press release announcing the transaction at www.asml.com. About ASML ASML, headquartered in Veldhoven, The Netherlands, was founded in 1984 to bring advanced microlithography systems to the global semiconductor industry. The company develops, manufactures and services lithography systems, known as wafer steppers and step-and-scan systems. The company supplies its products to integrated circuit manufacturers, worldwide, that use them to produce semiconductors. The company has successfully leveraged its technology and, today, is recognized as supplying the world's most productive imaging systems. From 1998 to 1999, the company's sales increased from EUR 779 million (US$875 million) to EUR 1,197 million (US$1,277 million). ASML's total installed base is now more than 1,500 systems. Leveraging a high-technology network that includes Phillips Research Laboratories, Phillips Center for Fabrication Technology, Carl Zeiss, IMEC and Agilent enables ASML to offer its customers the most advanced imaging technology and fully developed products on the market. ASML's manufacturing operations and its pilot development and R&D facilities are located at its global headquarters in Veldhoven. In addition, ASML maintains state-of-the-art applications and training facilities in Veldhoven; at its US headquarters in Tempe, Arizona; and in Korea and Taiwan. Today, it employs more than 3,700 employees. The company's web address is www.asml.com About SVG SVG, headquartered in San Jose, California, was founded in 1977 and is a leading supplier of wafer processing equipment for the worldwide semiconductor industry. The company designs, manufactures and markets technically sophisticated equipment used in the primary stages of semiconductor manufacturing. Its products include: photoresist processing equipment; oxidation, diffusion and low-pressure chemical vapor deposition processing systems; atmospheric pressure chemical vapor deposition systems; lithography exposure tools that use step-and-scan technology; and precision optical components and systems. The company's web address is www.svg.com. ------------------- "SAFE HARBOR" STATEMENT UNDER THE U.S. PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995: 2 This press release contains certain "forward-looking" statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and are naturally subject to uncertainty and changes in circumstances. Actual results may vary materially from the expectations contained herein. The forward-looking statements contained herein include statements about future financial and operating results and benefits of the pending merger between ASML and SVG. Factors that could cause actual results to differ materially from those described herein include: the inability to obtain regulatory approvals; actions of the U.S., foreign and local governments; the inability to successfully integrate the businesses of ASML and SVG; costs related to the merger; labor integration issues; the economic environment of the semiconductor industry; and the general economic environment. More detailed information about these factors is set forth in the reports filed by ASML and SVG with the Securities and Exchange Commission. Neither ASML nor SVG is under any obligation to (and expressly disclaims any such obligation to) update or alter its forward-looking statements, whether as a result of new information, future events or otherwise. In connection with the proposed transaction, ASML has filed a registration statement on Form F-4 and SVG has filed a proxy statement-prospectus, each with the Securities and Exchange Commission. Investors and security holders are advised to read the registration statement and the proxy statement-prospectus when they become available because they will contain important information. Investors and security holders may obtain a free copy of the proxy statement-prospectus (when available) and other documents filed by SVG with the Securities and Exchange Commission at the Securities and Exchange Commission's web site at http://www.sec.gov. Free copies of the registration statement (when available) and other documents filed by ASML with the SEC may be obtained from ASML by directing a request to ASML, Attention: Franki D'Hoore (+31 40) 268-3938. Free copies of the proxy statement-prospectus (when available) and other documents filed by SVG with the SEC may also be obtained from SVG by directing a request to SVG, Attention: Manager of Investor Relations (408) 467-5870. SVG and its directors and executive officers may be deemed to be participants in the solicitation of proxies from SVG stockholders in favor of the merger. These directors and executive officers include the following: Michael J. Attardo, Papken S. Der Torossian, William A. Hightower, William L. Martin, Nam P. Suh, Lawrence Tomlinson, Russell G. Weinstock, John Shamaly, Jeffrey M. Kowalski, Steven L. Jensen and Boris Lipkin. Collectively, as of September 29, 2000, the directors and executive officers of SVG may be deemed to beneficially own approximately 5% of the outstanding shares of SVG common stock. Investors and security holders may obtain additional information regarding the interests of the participants by reading the registration statement and proxy statement-prospectus when each becomes available. ------------------- CONTACT: FOR ASML U.S. Media Contacts Mark Bigelow, 480/383-4422 or U.S. INVESTOR CONTACT: Doug Marsh, 480/383-4006 or KEKST AND COMPANY Andrea Calise, 212/521-4800 or EUROPEAN & ASIAN INVESTOR & MEDIA CONTACT: Franki D'Hoore, +31.40.268.3938 or FOR SVG U.S. Investor Contacts: Russell Weinstock, 408/467-5911 Nancy Szymanski, 408/467-5870