HSR Waiting Period Expires for Intersil's Proposed Acquisition of Techwell
April 12 2010 - 4:02PM
Techwell, Inc. (Nasdaq:TWLL) today announced the expiration of the
waiting period under the Hart-Scott-Rodino Antitrust Improvements
Act of 1976 (HSR Act) on April 8, 2010 with respect to the
previously announced proposed acquisition of Techwell by Intersil
Corporation (Nasdaq:ISIL).
On March 30, 2010, Intersil, through its indirect, wholly-owned
subsidiary, Navajo Merger Sub, Inc., initiated a cash tender offer
to purchase all outstanding shares of common stock and the
associated preferred stock purchase rights of Techwell at a price
of $18.50 per share, without interest.
The tender offer will expire at midnight, U.S. Eastern Time, on
Monday, April 26, 2010, unless it is extended in accordance with
the terms of the applicable merger agreement and the applicable
rules and regulations of the Securities and Exchange
Commission.
Expiration of the HSR waiting period satisfies one of the
conditions of the tender offer. The Offer continues to be
conditioned upon the other conditions described in the offer to
purchase, the related letter of transmittal and other tender offer
materials that Intersil filed with the Securities and Exchange
Commission on March 30, 2010, as amended.
Securities Law Disclosure and Additional Information
This press release is for informational purposes only and is not
an offer to purchase or a solicitation of an offer to sell
securities. The tender offer is being made only pursuant to the
Offer to Purchase (as amended), Letter of Transmittal and related
materials that Intersil Corporation and Navajo Merger Sub, Inc.
have filed with the Securities and Exchange Commission on a Tender
Offer Statement on Schedule TO on March 30, 2010, as amended.
In addition, Techwell, Inc. has filed a Solicitation Recommendation
Statement on Schedule 14D-9 with respect to the tender offer
on March 30, 2010, as amended. Such materials (and all other offer
documents filed with the Securities and Exchange Commission) are
available at no charge on the Securities and Exchange Commission's
Web site, www.sec.gov, or from BNY Mellon Shareowner Services,
toll-free at (800) 777-3674. Techwell's stockholders are
advised to read these documents, any amendments to these documents
and any other documents relating to the tender offer that are filed
with the Securities and Exchange Commission carefully and in their
entirety prior to making any decisions with respect to the tender
offer because they contain important information, including the
terms and conditions of the tender offer.
About Techwell
Techwell is a fabless semiconductor company that designs,
markets and sells mixed signal video semiconductor solutions for
the security surveillance and automotive infotainment markets.
Headquartered in San Jose, CA, Techwell currently has over 200
employees in the U.S., China, Japan, South Korea and Taiwan. Please
visit http://www.techwellinc.com for more information.
Techwell, Inc. and the Techwell, Inc. logo are trademarks of
Techwell, Inc. All other trademarks are the property of their
respective owners.
About Intersil
Intersil Corporation is a leader in the design and manufacture
of high-performance analog and mixed signal semiconductors. The
Company's products address some of the industry's fastest growing
markets, such as flat panel displays, cell phones, notebooks and
other handheld systems. Intersil's product families address power
management functions and analog signal processing functions.
Intersil products include ICs for battery management, hot-plug
controllers, linear regulators, power sequencers, supervisory ICs,
bridge drivers, PWM controllers, switching DC/DC regulators, Zilker
Labs Digital Power ICs and power MOSFET drivers; optical storage
laser diode drivers; DSL line drivers; D2Audio products; video and
high-performance operational amplifiers; high-speed data
converters; interface ICs; analog switches and multiplexers;
crosspoint switches; voice-over-IP devices; and ICs for military,
space and radiation-hardened applications. For more information
about Intersil or to find out how to become a member of our winning
team, visit the Company's web site and career page at
www.intersil.com.
CONTACT: Techwell, Inc.
Mark Voll, Chief Financial Officer
(408) 435-3888
Investor Contact:
Investor Relations
Tom Krause
(650) 799-7465
investor@techwellinc.com
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