Chip maker Microsemi said that it has agreed to acquire White Electronic Designs through a cash tender offer at $7.00 per share for a net transaction value of approximately $100m, net of White Electronic’s projected cash balance.
White Electronic offers multi-chip semiconductor packages, memory devices, and build-to-print electromechanical assemblies for defense and aerospace applications.
Upon completion of the offer, all shares not tendered in the tender offer will be converted into the right to receive $7.00 per share in cash.
The transaction is subject to customary closing conditions, including the tender of a majority of the outstanding shares of White Electronic’s common stock on a modified fully diluted basis and regulatory approvals, and is expected to close in Microsemi’s fiscal third quarter, ended June 27, 2010.
Microsemi said that the proposed transaction does not require the approval of its shareholders and terms of the agreement were approved by the boards of directors of both the companies.
Microsemi expects that there will be significant cost synergies from the transaction and that will enable it to drive gross profit levels to its own corporate target by fourth fiscal quarter, ended October 3, 2010. It further expects the acquisition to be $0.08 to $0.12 accretive in its full fiscal year 2011.
James Peterson, president and chief executive officer of Microsemi, said: The combination of Microsemi’s and White Electronic’s product portfolios further extends Microsemi’s integrated solution offering in the Defense and Aerospace markets with superior technology and capability. White Electronic’s chip level hardware solutions delay or obfuscate chip level attacks and mitigate reverse engineering and IP theft.
