Finalized Transaction to Create Numonyx

Intel Press Release

Intel Corporation announced that the
company has finalized and closed its transaction with
STMicroelectronics and Francisco Partners to create a new independent
semiconductor company Numonyx B.V. that will design, develop and
manufacture NOR and NAND flash memory products.

As part of the
transaction, Intel has transferred the assets associated with its NOR
flash memory business and certain assets related to the company’s phase
change memory initiatives to Numonyx in exchange for 45.1 percent
ownership in Numonyx. ST Microelectronics acquired a 48.6 percent
ownership interest in Numonyx. Francisco Partners acquired a 6.3
percent ownership interest in exchange for a cash investment of $150
million. As part of the overall transaction, Numonyx will receive $450
million of debt financing at closing from Intesa Sanpaolo S.p.A and
Unicredit Banca d’Impresa S.p.A in addition to a $100 million committed
revolving credit facility. The loan has a 4-year term and Intel and
STMicroelectronics have each provided Numonyx and the banks with a
guarantee of 50 percent of the indebtedness.

Intel estimates that it will record additional non-cash impairment
of approximately $300 million related to the assets transferred to
Numonyx and other costs associated with this transaction in the first
quarter of 2008. Approximately 2,500 Intel employees are joining
Numonyx as part of this transaction.

STMicroelectronics Press Release

STMicroelectronics,
together with Intel and Francisco Partners today announced
the closing of their previously announced Numonyx joint venture.

At the closing, STMicroelectronics contributed its flash memory assets
and businesses in NOR and NAND, including its Phase Change Memory (PCM)
resources and NAND joint venture interest, to Numonyx in exchange for
a 48.6 percent equity ownership stake and $155.6 million in long-term
subordinated notes. These long-term notes will yield an interest at
appropriate market rates.

Intel contributed its NOR assets and certain assets related to PCM
resources, while Francisco Partners L.P., a private equity firm, invested
$150 million in cash. Intel and Francisco Partners equity ownership
interests in Numonyx are 45.1% in common shares and 6.3% in convertible
preferred stock, respectively.

Also at the closing, Numonyx entered into financing arrangements for
a $450 million term loan and a $100 million committed revolving credit
facility from Intesa Sanpaolo S.p.A. and Unicredit Banca d’Impresa
S.p.A. The loans have a four-year term and Intel and STMicroelectronics
have each granted in favor of Numonyx a 50% guarantee not joint and
several, for indebtedness. At close, Numonyx has a cash position of
about $585 million.

Effective today, ST will report its investment in Numonyx under the
equity method of consolidation, consequently deconsolidating the results
of the Flash Memory Group (FMG) from the Company’s operating income
line items.

As a consequence of the final terms and balance sheet at the closing
date, coupled with changes in valuation for comparable Flash memory
companies, ST expects to incur an additional one-time non-cash pretax
loss of approximately $150 million, to be recognized in the first quarter
of 2008. Finally, as a direct result of closing this transaction on
the last date of the first quarter, ST will now release its 2008 first
quarter earnings results on April 29, 2008.

Intel Corporation

STMicroelectronics

Francisco Partners