Agilent Technologies Signs Agreement to Acquire the Business of Eagleware-Elanix, a Leading Provider of High-Frequency EDA Software

PALO ALTO, Calif. & NORCROSS, Ga.—(BUSINESS WIRE)—July 28, 2005— Agilent Technologies Inc. (NYSE:A) and privately held Eagleware Corp., which does business as Eagleware-Elanix, today announced they have signed a definitive agreement for Agilent to acquire substantially all of the assets and business of Eagleware-Elanix, a leading provider of system and circuit design software for the communications industry. The transaction is subject to standard closing conditions. Financial details were not disclosed.

The acquisition would bring together two product portfolios with many complementary capabilities. Agilent's EEsof division is recognized as a leader in the high-frequency electronic design automation (EDA) market, especially in high-end tools. Eagleware-Elanix is noted for products that are easy to use and for its technological leadership in tools for high-frequency design synthesis.

"Adding Eagleware-Elanix's product line to our portfolio will provide customers with a broader range of products and services for high-frequency design, and a wide range of scalable solutions for customers with varied technical needs and budgets," said Jim McGillivary, vice president and general manager of Agilent's EEsof EDA division. "Agilent has been in the high-frequency EDA software market for 20 years, and this strategic acquisition only strengthens our long-term commitment to that market."

"Joining forces with Agilent EEsof gives our mutual customers more choices," said Todd Cutler, Eagleware-Elanix president and CEO. "It also gives them access to Agilent's strong, global infrastructure."

Eagleware-Elanix, established in 1985, has thousands of customers worldwide. The company expects most of its employees to join Agilent's EEsof division. Eagleware-Elanix's key products include:

-- GENESYS -- An integrated, affordable and easy-to-use suite supporting a full range of design, from algorithms to artwork.

-- More than 10 RF and Microwave component synthesis tools for filter, matching, oscillator, amplifier, PLL, mixer design and others.

-- SystemVue -- System design environment with an intuitive block level interface for development, simulation and analysis.

-- Unique system architecture design and analysis capabilities built around the spectral domain simulation capabilities in SPECTRASYS.

Information about Agilent's EDA tools is available on the Web at www.agilent.com/find/eesof.

About Eagleware-Elanix

Eagleware-Elanix provides system and circuit design software that leads in providing power, speed and accuracy to developers of communication products. The company's suite of software solutions includes system-level and digital signal processing (DSP) analysis, simulation, synthesis, and libraries; and high-frequency design tools including system architecture design and analysis, linear simulation, non-linear and electromagnetic (EM) simulation, synthesis, RF board and microwave IC (MIC) layout, and libraries of high-frequency simulation models. Engineers worldwide rely on Eagleware-Elanix tools in the design of cellular telephones, radar systems, cable TV systems, satellite communications systems, mobile base-station equipment, Radio Frequency Identification (RFID) devices, and wireless networking products. Eagleware-Elanix is headquartered in Norcross, Ga. Further information about Eagleware-Elanix and its products is available at www.eagleware.com.

About Agilent Technologies

Agilent Technologies Inc. (NYSE:A) is the world's premier measurement company and a technology leader in communications, electronics, life sciences and chemical analysis. The company's 28,000 employees serve customers in more than 110 countries. Agilent had net revenue of $7.2 billion in fiscal year 2004. Information about Agilent is available on the Web at www.agilent.com.

Forward-Looking Statements

This news release contains forward-looking statements as defined in the Securities Exchange Act of 1934 and is subject to the safe harbors created therein. The forward-looking statements contained herein include, but are not limited to, information regarding the completion of Agilent's proposed acquisition of Eagleware's business and assets (the "Closing"), Agilent's high-frequency EDA software business and installed base of high-frequency EDA software following the Closing, the combined product portfolio of Agilent and Eagleware-Elanix following the Closing, the ability of Agilent to meet certain strategic objectives, the expectation that Eagleware-Elanix employees will join Agilent, and Agilent's willingness and ability to develop and support Eagleware-Elanix's products following the Closing. These forward-looking statements involve risks and uncertainties that could cause Agilent's results to differ materially from management's current expectations. Such risks and uncertainties include, but are not limited to risks associated with the ability to effectuate the acquisition on a timely basis, risks associated with changes in demand for Agilent's and Eagleware's products and risks associated with the development generally of Agilent's overall strategic objectives.

In addition, other risks that Agilent faces in running its operations include the ability to execute successfully through business cycles while it continues to implement cost reductions; the ability to meet and achieve the benefits of its cost-reduction goals and otherwise successfully adapt its cost structures to continuing changes in business conditions; ongoing competitive, pricing and gross margin pressures; the risk that our cost-cutting initiatives will impair our ability to develop products and remain competitive and to operate effectively; the impact of geopolitical uncertainties on our markets and our ability to conduct business; the ability to improve asset performance to adapt to changes in demand; the ability to successfully introduce new products at the right time, price and mix and other risks detailed in Agilent's filings with the Securities and Exchange Commission, including our Quarterly Report on Form 10-Q for the period ended January 31, 2005. Forward-looking statements are based on the beliefs and assumptions of Agilent's management and on currently available information. Agilent undertakes no responsibility to publicly update or revise any forward-looking statement.

NOTE TO EDITORS: Further technology, corporate citizenship and executive news is available on the Agilent news site at www.agilent.com/go/news.

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ValleyPR for Eagleware-Elanix
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