Mindspeed Announces Definitive Agreement to Sell Assets of Its Wireless Infrastructure Unit to Intel
December 16 2013 - 9:00AM
Mindspeed Technologies, Inc. (Nasdaq:MSPD), a
leading supplier of semiconductor solutions for network
infrastructure, today announced that it has signed a definitive
agreement to sell the assets of its wireless infrastructure
business unit to Intel Corporation (Nasdaq:INTC). The asset sale
was contemplated by the agreement and plan of merger with M/A-COM
Technology Solutions Holdings, Inc. (Nasdaq:MTSI), announced on
November 5, 2013.
"We are excited that our wireless infrastructure business is
being incorporated into Intel," commented Raouf Y. Halim, chief
executive officer of Mindspeed.
The parties expect the transaction to close in February 2014
subject to satisfaction or waiver of various closing
conditions. Morgan Stanley & Co. LLC acted as financial
advisor to the board of directors of Mindspeed. Further details of
the transaction can be found in the Current Report on Form 8-K
filed with the SEC by Mindspeed today.
About Mindspeed Technologies
Mindspeed Technologies (Nasdaq:MSPD) is a leading provider of
network infrastructure semiconductor solutions to the
communications industry. The company's low-power system-on-chip
(SoC) products are helping to drive video, voice and data
applications in worldwide fiber-optic networks and enable advanced
processing for 3G and long-term evolution (LTE) mobile networks.
The company's high-performance analog products are used in a
variety of optical, enterprise, industrial and video transport
systems. Mindspeed's products are sold to original equipment
manufacturers (OEMs) around the globe. On November 5, 2013,
Mindspeed announced that it has entered into a definitive agreement
to be acquired by M/A-COM Technology Solutions Holdings, Inc., a
leading supplier of high performance RF, microwave and millimeter
wave products.
To learn more, please visit www.mindspeed.com. Company news
and updates are also posted at www.twitter.com/mindspeed.
Special Note Regarding Forward-Looking
Statements
This communication contains forward-looking statements based on
Mindspeed's beliefs and assumptions and on information currently
available to our management. Forward-looking statements include, in
addition to statements relating to Mindspeed's business, statements
concerning the MACOM transaction, including statements regarding
the divestiture of Mindspeed's wireless infrastructure business to
Intel and the date of closing of such divestiture to
Intel. Forward-looking statements include all statements that
are not historical facts and generally may be identified by terms
such as "anticipates," "believes," "could," "estimates," "expects,"
"intends," "may," "plans," "potential," "predicts," "projects,"
"seeks," "should," "will," "would" or similar expressions and the
negatives of those terms.
Forward-looking statements contained in this communication
reflect Mindspeed's current views about future events and are
subject to risks, uncertainties, assumptions and changes in
circumstances that may cause those events or our actual activities
or results to differ materially from those expressed in any
forward-looking statement. Although Mindspeed believes that the
expectations reflected in the forward-looking statements are
reasonable, it cannot and does not guarantee future events,
results, actions, levels of activity, performance or achievements.
For example, there can be no assurances with respect to either the
closing of the MACOM transaction or the divestiture of Mindspeed's
wireless infrastructure business to Intel. Readers are cautioned
not to place undue reliance on these forward-looking statements. A
number of important factors could cause actual results to differ
materially from those indicated by the forward-looking statements,
including, among others, the potential that the divestiture of
Mindspeed's wireless infrastructure business to Intel may not be
completed; matters arising in connection with the parties' efforts
to comply with and satisfy applicable regulatory approvals and
closing conditions relating to the divestiture; failure to achieve
expected synergies and other anticipated benefits of the
transactions.
Notice to Investors
This communication is for informational purposes only and is not
an offer to purchase any shares of Mindspeed or a solicitation of
an offer to sell securities. MACOM has filed a tender offer
statement on Schedule TO (as amended, supplemented and restated),
including an offer to purchase, a letter of transmittal and related
documents, with the United States Securities and Exchange
Commission (the "SEC"), and Mindspeed has filed a
solicitation/recommendation statement on Schedule 14D-9 (as
amended, supplemented and restated) with the SEC. The tender offer
statement (including an offer to purchase, a related letter of
transmittal and other offer documents) and the
solicitation/recommendation statement contain important information
that should be read carefully before any decision is made with
respect to the tender offer. Such materials are available to
Mindspeed stockholders at no expense to them. In addition, such
materials (and all other offer documents filed with the SEC) are
available at no charge on the SEC's website at www.sec.gov.
CONTACT: Kevin Trosian
VP, Corporate Development and Investor Relations
+1 949-579-3111
investor.relations@mindspeed.com
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