News Release

2011-11-04
Microsemi Corporation Announces Successful Completion of Acquisition of Zarlink Semiconductor Inc.; Offers Extended to Facilitate Acquisition of Untendered Securities
ALISO VIEJO, CALIFORNIA -- (MARKET WIRE) -- 10/13/11 -- Microsemi Corporation (NASDAQ: MSCC), a leading provider of semiconductor solutions differentiated by power, security, reliability and performance, and Zarlink Semiconductor Inc. (TSX: ZL) today announced that 0916753 B.C. ULC, an indirect wholly-owned subsidiary of Microsemi, has accepted the tender of and will acquire today 123,438,737 Zarlink shares, representing approximately 96 percent of Zarlink\'s outstanding shares, and CAD$54,417,000 principal amount of Zarlink convertible debentures, representing approximately 87 percent of Zarlink\'s outstanding debentures. With the success of this tender, Microsemi will today take control of Zarlink\'s board and operations and will shortly acquire all remaining Zarlink shares not tendered by way of compulsory acquisition under the Canada Business Corporations Act. Microsemi will then take the necessary steps to delist Zarlink from the TSX and to cease to be a reporting issuer under Canadian and U.S. securities laws.

Prior to effecting a compulsory acquisition of the remaining shares and redemption of the remaining debentures, which would result in a delay in payment to the remaining shareholders and debentureholders, Microsemi has extended the time for acceptance of the offers to 5 p.m. (Toronto time) on Oct. 24, 2011. A notice of extension will promptly be mailed to holders of Zarlink shares and debentures. A copy of the notice of extension will also be available online at www.sedar.com and www.microsemi.com.

Holders of debentures not tendered to the premium offer of CAD$1,624.49 per $1,000 principal amount of debentures are strongly encouraged to do so prior to the new expiry time of 5 p.m. (Toronto time) on Oct. 24, 2011, failing which Zarlink will redeem their debentures on Nov. 11, 2011 at face value of CAD$1,000. A notice of redemption will be mailed to debentureholders later today.

\"We are pleased to announce our success in this tender offer process. As a result, Microsemi assumes control of this business and intends to move swiftly with driving the business forward for our stakeholders,\" said James J. Peterson, Microsemi president and chief executive officer. \"We are anxious to begin capitalizing on the technology capabilities, talented technical team, product roadmap and revenue growth opportunities that this acquisition brings to Microsemi.\"

More information please visit http://www.zarlink.com/zarlink/hs/press_releases_23630.htm?HP=Promo1 or contact Mr. Jacky Su at Seraphim,Taiwan distributor of Zarlink, tel: 26984660 ext. 216 or email to jackysu@seraphim.com.tw 

Vendor:

Zarlink


Previous Page   |   Back   |   Next Page