Product category:
Power Supply ICs and Controllers
News Release from: Clare
Edited by the Electronicstalk Editorial
Team on 15 May 2002
Ixys to acquire Clare
Ixys Corp and Clare have entered into a definitive merger agreement under which Ixys has agreed to acquire Clare.
Ixys Corp and Clare have entered into a definitive merger agreement under which Ixys has agreed to acquire Clare The merger agreement, which was unanimously approved by each company's board of directors, provides that stockholders of Clare would receive 0.49147 of a share of Ixys common stock in exchange for each share of Clare common stock that they hold
This article was originally published on Electronicstalk on 10 Jun 2002 at 8.00am (UK)
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This exchange ratio implies a transaction value for Clare of approximately $55 million, which represented a 50% premium to the average closing price of a share of Clare common stock for the 30-day period ended 19th April 2002.
Ixys expects to issue approximately 4.87 million shares of common stock in exchange for the outstanding shares of Clare common stock.
In addition, Ixys would assume options to acquire approximately 1.02 million shares of Ixys common stock.
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The transaction, which is subject to customary conditions to closing, including the receipt of regulatory approvals and the approval of the stockholders of both Ixys and Clare, is expected to close by late in the second calendar quarter or early in the third calendar quarter of this year.
The parties believe that the addition of Clare's products to Ixys' existing product lines would create the industry's premier line of discrete components and integrated circuits and position the combined company to meet a broader range of customer needs in a variety of vertical markets worldwide.
The parties expect that the transaction will yield significant operational synergies and cost savings upon completion of the integration of the two companies.
If the merger closes in the expected timeframe, the companies anticipate that the combined company would have a closing date balance sheet with approximately $40 million in cash and no long-term debt, creating a strong platform from which the combined company could embark upon further strategic initiatives in current and future markets.
"The agreement with Clare is an exciting strategic move for Ixys that we believe will clearly benefit the stockholders of both companies by increasing the opportunities available to the larger, combined company to meet customer needs with industry-leading product offerings and services.
We also believe that our complementary product lines will provide the opportunity for the combined company to reach customers in new markets worldwide", said Dr Nathan Zommer, founder and CEO of Ixys.
"We expect that Clare's outstanding products, talented employees, strong reputation and market presence will contribute to a strong combined company that will serve as a vehicle for innovation in the semiconductor marketplace.
In addition, the anticipated operational synergies resulting from the combination of our two companies are expected to significantly improve the financial performance of the operations contributed by Clare to the combined company".
Larry Mihalchik, President and CEO of Clare, who is expected to join the Ixys Board of Directors at the closing of the merger, said, "There is a strong fit between the two companies.
While we share many common business attributes, we expect that the synergies created by the combination of our diverse technologies, product lines and customer bases will be a source of strength for the combined company and represents one of the principal opportunities presented by this merger.
We anticipate that our stockholders, customers and employees will benefit greatly from the strengths of the combined company.
We are pleased to have a partner that we believe will accelerate the opportunities within our company and capitalise on our talent, technologies and capabilities".
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