SanDisk To Acquire Msystems

All stock transaction expected to close in the fourth quarter of 2006.

SanDisk Corp and msystems announced Monday that SanDisk will acquire msystems in an all stock transaction.

“This strategic acquisition will give us the critical mass and complementary products, customers, channels, technology and manufacturing base to take our shared vision to the next level,” said Eli Harari, Chairman and CEO of SanDisk. “Msystems is a leader in flash memory systems addressing mobile, portable and embedded markets and they have a strong team, significant IP and important OEM customers.”

In the transaction, each msystems ordinary share will be converted into 0.76368 of a share of SanDisk common stock, representing a 26 percent premium over the average closing price of msystems’ shares for the last thirty trading days. The closing of the transaction is subject to conditions, including Israeli court approval, regulatory approval and msystems shareholder approval. The transaction is expected to close in the fourth quarter of 2006.

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