Varian Shareholders

1. When did Applied Materials complete its acquisition of Varian?
Applied Materials completed the acquisition of Varian Semiconductor Equipment Associates, Inc. (NASDAQ: VSEA) on November 10, 2011. Through its merger with a subsidiary of Applied Materials, Varian is now a wholly-owned subsidiary of Applied Materials.

2. What were the financial terms of the transaction?
Under the terms of the merger agreement, Applied Materials agreed to pay $63.00 per share in cash for each outstanding share of Varian common stock, for a total price of approximately $4.9 billion on a fully-diluted basis.

3. Do my Varian shares still have value?
As of the effective time of the merger, each share of Varian common stock was automatically converted into the right to receive $63.00 per share in cash, without interest and less any applicable withholding tax.

4. Can I sell or trade my Varian shares on the open market after the merger?
No, all trading of Varian common stock was halted upon completion of the merger. As a result of the merger, holders of Varian common stock have the right to receive the merger consideration of $63.00 per share in cash, without interest and less any applicable withholding tax, but no longer have rights as a stockholder.

5. How to I obtain payment for my Varian shares?
Promptly after the merger becomes effective, the paying agent will mail a letter of transmittal and instructions to the holders of record of Varian common stock immediately prior to the effective time of the merger. The letter of transmittal and instructions will instruct holders of Varian common stock on how to receive the merger consideration. Holders of Varian common stock will not be entitled to receive the merger consideration until they surrender their stock certificates, or transfer their uncertificated shares, to the paying agent, in accordance with the terms of the letter of transmittal. The paying agent’s contact information is as follows:

6. How does the merger affect Varian’s outstanding stock options and other equity awards?

Under the terms of the merger agreement, outstanding options to purchase Varian common stock and other Varian equity awards were either (i) assumed by Applied Materials or (ii) converted into cash at $63 per share (net of exercise price and/or withholding taxes, as applicable). Notices have been provided to the holders of Varian equity awards, which include more detailed information concerning the treatment of their awards as a result of the merger.

7. Whom can I contact if I have further questions about my Varian shares?
For questions regarding payment or other questions concerning shares of Varian common stock, please contact the paying agent. The paying agent's contact information is as follows:

November 10, 2011 - Applied Materials Completes Acquisition of Varian Semiconductor Equipment Associates
October 18, 2011 - Applied Materials' Planned Acquisition of Varian Semiconductor Receives Clearance from U.S. Department of Justice
May 4, 2011 - Applied Materials to Acquire Varian Semiconductor Equipment Associates