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Business and Financial Restructuring


John H. Kispert

Spansion Restructuring Update

On March 1, 2009, Spansion and each of its U.S. subsidiaries filed voluntarily for reorganization under Chapter 11 of the U.S. Bankruptcy Code. The decision to pursue this direction was not taken lightly. However the Chapter 11 reorganization process provides us with the most effective means to preserve our business, address our debt obligations and maintain customer confidence and continuity while we complete the restructuring of our company. Since the filing, Spansion has executed well on its restructuring strategy, as demonstrated in our strong performance in the recently announced Q1 earnings and preliminary Q2 earnings results, delivering higher than forecasted net sales, decreasing operating expenses and significantly improving its cash balances, providing solid momentum for emergence from Chapter 11.

We continue to operate our business throughout the world and our goal is to be able to seek both creditor and court approval of our restructuring plan by the fourth quarter 2009. If the restructuring plan is approved, Spansion expects to successfully emerge from Chapter 11 protection with a sustainable business model aimed at maximizing return on investment for creditors, and generating positive free cash flow and profitability.

Spansion ended the second quarter of 2009 with a cash balance of approximately $220 million. This balance represents an increase of approximately $125 million, compared to the first quarter of 2009 ending cash balance of $95 million. Spansion Japan Limited's cash balances are excluded from these financial results due to the deconsolidation*. Based on our projections, we believe that will be sufficient working capital to continue our day-to-day business operations while we complete our restructuring.

Spansion has recently announced plans to focus its business on the embedded solutions market, a new embedded segment that will focus on profitable portions of the wireless industry that are aligned with Spansion’s technology roadmap, as well as Intellectual Property (IP) licensing. We believe this strategy can provide Spansion with a promising future, leveraging our broad product portfolio, charge-trapping technology leadership and strong customer relationships in the embedded segment.

During our restructuring process, we are striving to maintain our high standards of excellence and the strong commitment to product quality and customer service that have made Spansion one of the most preferred suppliers in Flash memory.

Thank you for your continued support as we work toward a successful restructuring.

John Kispert
President and CEO Spansion


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