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Cypress Receives Favorable Ruling From IRS With Respect to a Potential Tax-Free Distribution of its SunPower Class B Common Shares | Cypress Semiconductor

Cypress Receives Favorable Ruling From IRS With Respect to a Potential Tax-Free Distribution of its SunPower Class B Common Shares

Last Updated: April 17, 2008

Cypress Receives Favorable Ruling From IRS With Respect to a Potential Tax-Free Distribution of its SunPower Class B Common Shares

SAN JOSE, Calif., April 17, 2008 - Cypress Semiconductor Corporation (NYSE: CY) today announced that on April 16, 2008, it received a favorable ruling from the Internal Revenue Service (IRS) with respect to certain tax issues arising under Section 355 of the Internal Revenue Code in connection with the potential spin-off to its shareholders of its current ownership of Class B common shares of SunPower Corporation. This ruling removes a major hurdle that could potentially allow Cypress to spin-off its holdings in SunPower prior to November 2009. Cypress currently owns 44,533,287 Class B common shares of SunPower.

Cypress is continuing to analyze the additional steps necessary to effect the distribution of its SunPower shares in numerous areas, including but not limited to, other taxing jurisdictions, its current and future capital structure, employee equity plans, outstanding convertible indebtedness and transactions and relationships with SunPower.

NO DECISION TO EFFECT A SEPARATION OF CYPRESS AND SUNPOWER HAS BEEN MADE AT THIS TIME AND NO ASSURANCE CAN BE GIVEN THAT SUCH A DECISION WILL BE MADE. FURTHER, IF A SEPARATION IS EFFECTED, NO ASSURANCE CAN BE GIVEN AS TO THE NUMBER OF SHARES TO BE DISTRIBUTED, THE COSTS OR EFFECTS ON CYPRESS AND/OR SUNPOWER OF EFFECTING THE SEPARATION OR THE IMPACT OF THE SEPARATION ON TRADING PRICES FOR CYPRESS AND/OR SUNPOWER COMMON STOCK OR CYPRESS' EMPLOYEE EQUITY PLANS AND OUTSTANDING CONVERTIBLE DEBT. 

ABOUT CYPRESS

Cypress delivers high-performance, mixed-signal, programmable solutions that provide customers with rapid time-to-market and exceptional system value. Cypress offerings include the PSoC Programmable System-on-Chip, USB controllers, general-purpose programmable clocks, and memories. Cypress also offers wired and wireless connectivity solutions ranging from its WirelessUSB radio system-on-chip, to West Bridge and EZ-USB FX2LP controllers that enhance connectivity and performance in multimedia handsets. Cypress serves numerous markets, including consumer, computation, data communications, automotive, industrial, and solar power. Cypress trades on the NYSE under the ticker symbol CY. Visit Cypress online at www.cypress.com.

FORWARD-LOOKING STATEMENTS

Statements herein that are not historical facts and that refer to Cypress or its subsidiaries' plans and expectations for the future are forward-looking statements made pursuant to the Private Securities Litigation Reform Act of 1995." We use words such as "believe," "expect," "future," "plan," "intend" and similar expressions to identify such forward-looking statements that include, but are not limited to, statements related to the terms of any potential distribution of SunPower shares, the costs or effects on Cypress and/or SunPower of effecting any such separation, the impact of any such separation on trading prices for Cypress and/or SunPower common stock or Cypress' employee equity plans and outstanding convertible debt, or the outcome of our discussions with certain tax agencies. Such statements reflect our current expectations, which are based on information and data available to our management as of the date of this release. Our actual results may differ materially due a variety of uncertainties and risk factors, including risks described in our filings, as well as SunPower's filings, with the Securities and Exchange Commission. We assume no responsibility to update any such forward-looking statements.

Cypress, the Cypress logo, and PSoC are registered trademarks of Cypress Semiconductor Corporation. PSoC Express, Programmable System-on-Chip, EZ-Color, CapSense, West Bridge and Astoria are trademarks of Cypress Semiconductor Corporation. SunPower is a registered trademark of SunPower Corporation. All other trademarks or registered trademarks are the property of their respective owners.

Type: 
Corporate

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