5 January 2018
Deadline announced for IXYS stockholders to choose cash or Littelfuse shares prior to takeover
Littelfuse Inc of Chicago, IL, USA, which provides circuit protection technologies (including fuses, semiconductors, polymers, ceramics, relays and sensors), and IXYS Corp of Milpitas, CA, USA and Leiden, The Netherlands (which provides power semiconductors and mixed-signal ICs for power conversion and motor control applications) have announced a deadline of 12 January (5pm Eastern Time) by which IXYS stockholders may elect to receive cash, shares of Littelfuse common stock or both in connection with Littelfuse’s acquisition of IXYS.
The parties expect to close the transaction on 17 January (subject to the conditions of the agreement and plan of merger of 25 August, including the adoption of the merger agreement by IXYS stockholders).
IXYS stockholders must deliver to Computershare Trust Company N.A. a properly completed election form and letter of transmittal and any other applicable election materials by 5pm Eastern Time on 12 January. Stockholders that hold their shares through a bank, broker or other nominee may be subject to an earlier deadline.
Each stockholder will be entitled to receive, for each IXYS share held immediately prior to the closing: (i) $23 in cash, minus any applicable withholding tax and without interest (the cash consideration), or (ii) 0.1265 of a Littelfuse share (the stock consideration). This is subject to proration, so 50% of the IXYS shares outstanding immediately prior to the closing will be converted into the cash consideration and the remaining shares of IXYS common stock will be converted into the stock consideration.
Each IXYS stockholder will receive cash in lieu of any fractional shares of Littelfuse common stock that they otherwise would be entitled to receive. Each stockholder that does not submit properly completed election materials to Computershare by the election deadline will be treated as having elected to receive the cash consideration or the stock consideration in accordance with the proration methodology.