28 April 2015

Microsemi completes acquisition of Vitesse

Microsemi Corp of Aliso Viejo, CA, USA (which designs and makes analog and RF devices, mixed-signal integrated circuits and subsystems for communications, defense & security, aerospace and industrial markets) and Vitesse Semiconductor Corp of Camarillo, CA, USA have jointly announced that Microsemi's subsidiary LLIU100 Acquisition Corp has merged into Vitesse, completing Microsemi's acquisition of Vitesse under Section 251(h) of the General Corporation Law of the State of Delaware (with no vote of Vitesse's stockholders required to consummate the merger).

Each outstanding share of Vitesse (other than shares directly owned by Vitesse and its subsidiaries, Microsemi or LLIU100 Acquisition Corp and shares held by stockholders that are entitled to and properly demand appraisal of such shares under Delaware law) has been converted into the right to receive $5.28 per share in cash (without interest and minus any applicable withholding taxes) - the same price that was paid in the tender offer. Following the merger, Vitesse shares cease to be traded on Nasdaq.

Vitesse designs high-performance semiconductors, application software and integrated turnkey systems solutions for carrier, enterprise and Internet of Things (IoT) networks. Products enable the fastest-growing network infrastructure markets including mobile access/IP edge, Cloud access, and industrial-IoT networking.

In addition to its silicon-based products, Microsemi also provides RF, microwave and millimetre-wave products includes high-reliability diodes, power transistors, limiters, detectors, switches, low-noise amplifiers, power amplifiers and integrated multi-function modules based on silicon carbide (SiC), silicon germanium (SiGe), gallium arsenide (GaAs), gallium nitride (GaN) and indium phosphide (InP).

Microsemi continues to expect the acquisition of Vitesse to be accretive in its first full quarter (to 27 September). Further, Microsemi foresees about $20m of cost-savings-related synergies on an annual basis, driving $0.16-$0.20 of earnings per share (EPS) accretion in its first full fiscal year (to end-September 2016).

See related items:

Microsemi announces expiration of HSR waiting period for Vitesse tender offer

Microsemi agrees to acquire Vitesse for $389m

Tags: Microsemi Vitesse

Visit: www.vitesse.com

Visit: www.microsemi.com