Intersil acquires Techwell to strengthen high-growth video IC

Intersil acquires Techwell to strengthen high-growth video IC

Intersil announced that Intersil has reached a final agreement with Techwell on the acquisition of Techwell. The agreement stipulates that Intersil will make a tender offer for $ 18.50 per share in cash. Including Techwell's net cash and cash equivalents, Techwell's transaction price is approximately $ 370 million.

Techwell, with more than 200 employees in the United States, China, Japan, South Korea, and Taiwan, is a fabless semiconductor company dedicated to designing and selling mixed-signal video solutions for the security surveillance and in-vehicle infotainment markets. Techwell's products can convert analog video signals into digital form and realize advanced digital video processing for the display, storage and transmission of video information. The main application areas of Techwell products include industrial video recorders (DVR), network video recorders, multiplexers, and car front consoles, rearview mirrors and rear seat LCD monitors.

Dave Bell, President and CEO of Intersil, said: "Techwell ’s employees and products will expand our leadership in two high-growth industry markets. The addition of Techwell ’s mixed-signal video product line will help our customers build higher performance and lower performance. Total cost and solution to shorten time to market. In addition, this acquisition will greatly improve our business in the entire industrial electronics field and will make industrial electronics applications the largest terminal market with approximately 31% of revenue in Intersil's overall sales share. . "

Hiro Kozato, President and CEO of Techwell, said: "We are very pleased to join the Intersil family. This merger will help us achieve a wider range of products and services in the Techwell terminal market. Intersil ’s excellent customer relationship will also be The company brings many new opportunities. "

The acquisition is expected to increase Intersil 2010 ’s revenue, which excludes one-time costs and other acquisition-related expenses

Tender offer and completion

Under the terms of the agreement, Intersil will begin a cash acquisition offer to acquire Techwell ’s outstanding shares at a common share price of $ 18.50 per share. The specific terms of the agreement have been unanimously approved by the Techwell Board of Directors, who has advised Techwell shareholders to make share offers. Techwell ’s directors, including entities affiliated with Technology Crossover Ventures, and some executive officers of Techwell (about 23% of the total outstanding shares) have agreed to make an offer to their shares.

Intersil hopes to issue bonds for financing acquisitions, but the transaction is not limited to financing conditions. Intersil has received a $ 390 million financing commitment from Morgan Stanley Senior Funding, Inc. in connection with the acquisition. Morgan Stanley is the financial adviser to Intersil's acquisition, Dechert LLP is Intersil's legal adviser, and Deutsche Bank SecuriTIes Inc. serves as the financial adviser to the acquisition of Techwell , Pillsbury, Winthrop, Shaw and Pittman are Techwell's legal advisers.

The acquisition is expected to be completed in the second quarter of Intersil and is subject to regulatory approval. Other conditions for the transaction include at least 50% of Techwell ’s outstanding shares.

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