Dialog Semiconductor plc (“Dialog”) hereby announces that, today, its board of directors has determined not to revise its proposal to acquire Atmel Corporation (“Atmel”). On January 13, 2016, Atmel published that it had determined that the unsolicited acquisition proposal received from Microchip Technology Inc. constitutes a “Company Superior Proposal” and that it intends to terminate its merger agreement with Dialog to accept Microchip’s proposal.
Dialog will inform Atmel that it will waive the remainder of the four business day notice period to which Dialog is entitled under its merger agreement with Atmel.
Dialog will inform Atmel that it will waive the remainder of the four business day notice period to which Dialog is entitled under its merger agreement with Atmel.
Upon termination of the merger agreement by Atmel to accept Microchip’s proposal, Atmel is required to pay Dialog a $137.3 million termination fee.
Information and Explaination of the Issuer to this News:
‘We have concluded that it is not in the best interests of our shareholders to increase the offer price for Atmel,’ said Jalal Bagherli, Dialog Chief Executive Officer. ‘We believed the acquisition was the right strategic decision for us, and we are disappointed that it did not come to fruition. However, we remain highly confident in our strategic plan, market opportunities, and competitive strengths. We will continue to put the interests of our customers and shareholders at the forefront of all our decisions. Our focus is to create long-term value for our shareholders.’
