Credence Systems Corp., a provider of test solutions from design-to-production for the worldwide semiconductor industry, announced that it has entered into separate privately negotiated agreements with certain holders of its outstanding 1.50 percent Convertible Subordinated Notes due 2008 (the "Outstanding Notes") under which such holders have agreed to exchange $72.5 M aggregate principal amount of Outstanding Notes for an equivalent principal amount of a new series of 3.50 percent Convertible Senior Subordinated Notes due 2010 and to purchase an additional $50 M aggregate principal amount of the new series of 3.50 percent Convertible Senior Subordinated Notes due 2010 (together, the "New Notes"). The transactions are expected to close on December 20, 2006.