Microsemi had offered to acquire PMC for USD 8.75 in cash and 0.736 of a share of Microsemi common stock per share of PMC common stock. Microsemi then improved its offer to USD 9.04 in cash and 0.771 of a share, valuing its proposal at USD 11.82 per share based on Microsemi’s closing price on 30 October.
In reiterating its commitment to the Skyworks proposal, PMC-Sierra’s board states that while the value of the two proposals are essentially the same at Microsemi’s current share price, an 8 percent or greater decline to a level where Microsemi’s stock was trading as recently as the beginning of October would result in a value for the Microsemi offer beneath the USD 11.60 offered by Skyworks.
The boards of Skyworks and PMC have approved the amended merger agreement. Skyworks intends to fund the acquisition with cash on hand from the combined companies and with fully committed debt financing. The transaction is expected to close in the first half of 2016, subject to PMC shareholder approval, regulatory approval and other customary closing conditions.
