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11 January 2016

GaAs Labs extends tender offer for Anadigics further to 25 January

GaAs Labs LLC of Los Altos, CA, USA says that its subsidiaries Aloha Holding Company Inc and Aloha Acquisition Sub Inc have further extended the period of their tender offer to acquire broadband wireless and wireline communications component maker Anadigics Inc of Warren, NJ, USA (announced on 11 November) from an expiry date of 11:59pm (New York City time) on 8 January to 11:59pm on 25 January (unless further extended). This follows an earlier extension, from the original expiry date of 23 December.

On 4 January, GaAs Labs - after raising its offer to acquire the firm from $0.35 per share in cash (announced on 11 November) to $0.48 per share (on 22 December) then $0.54 per share (on 29 December) - raised its offer again, to $0.58 per share. This matched the $0.58 per-share price offered on 29 December by the competing bidder (Party A) that Anadigics' board of directors on 30 December designated a 'Superior Offer' (as defined per the initial GaAs Labs merger agreement of 11 November). However, on 5 January, Party A raised its offer again, to $0.62 per share.

Also on 5 January, an Excluded Party (Party B) that on 31 December had offered to acquire Anadigics for $0.68 per share, delivered an amended bid that modifies certain, but not all, of the material terms and conditions to which Anadigics had sought changes. Anadigics said that it continues to negotiate with Party B to resolve the open issues. In the meantime, Anadigics' board, after consultation with its financial and legal advisors, unanimously determined that Party A's proposed merger agreement of 5 January ($0.62 per share) constituted a Superior Offer. In accordance with the terms of the initial GaAs Labs merger agreement, Anadigics notified GaAs Labs of Party A's 5 January proposed merger agreement, and that it had two business days to deliver a proposal that would cause Party A's 5 January amended acquisition proposal to no longer constitute a Superior Offer under the agreement.

Computershare Trust Company, N.A. (the depositary for GaAs Labs' tender offer) has advised that, as of 3pm (New York City time) on 8 January, 1,962,625 shares of common stock of Anadigics had been tendered pursuant to the tender offer (representing about 2.2% of the outstanding shares of Anadigics). Stockholders who have already tendered their shares of common stock of Anadigics do not have to re-tender their shares or take any other action as a result of the extension of the expiration date of the tender offer.

See related items:

Anadigics receives 'superior offer' of $0.62 per share after GaAs Labs matches competing bidder's $0.58

Anadigics receives 'superior offer' of $0.58 per share after GaAs Labs matches competing bidder's $0.54

GaAs Labs announces extension of tender offer for Anadigics

Anadigics receives 'superior offer' of $0.54 per share after GaAs Labs matches competing bidder's $0.48

Anadigics declares new acquisition offer of $0.48 per share superior to GaAs Labs

Anadigics receives alternative acquisition proposals following GaAs Labs deal

Anadigics agrees to be acquired by GaAs Labs for $32m

Tags: Anadigics Gaas Labs

Visit: www.anadigics.com

Visit: www.gaaslabs.net

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