ON Semiconductor has agreed to acquire California Micro Devices (CMD) through a cash tender offer of $4.70 per share.
The company said that the transaction has an equity value of approximately $108m, based on common stock outstanding and issued. The proposed transaction and related merger agreement have been approved by each company’s board of directors.
Under the terms of the agreement, ON Semiconductor will commence a tender offer, to purchase all of the outstanding shares of CMD’s common stock for $4.70 in cash.
ON Semiconductor said that the acquisition will strengthen its offering of application specific integrated passive (ASIP) devices to protect products in the wireless, computing and consumer electronics end-markets
Upon closing, ON Semiconductor may record a one-time charge for purchased in-process research and development expenses and other deal related costs.
Keith Jackson, president and CEO of ON Semiconductor, said: “In addition, CMD’s expertise in protection solutions for the high brightness LED (HBLED) market, as well as their strengths in LC-based EMI (electromagnetic interference) filtering and low capacitance ESD (electrostatic discharge) protection, complement our existing portfolio of protection and lighting solutions.
“With technology and process development expertise in ESD and EMI protection, CMD is highly differentiated in the marketplace – as demonstrated by their strong relationships with leading global customers across multiple large and growing applications.”
The companies expect the transaction to close in the first quarter of 2010.
