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Sirenza Microdevices Inc., a designer and supplier of high performance radio frequency (RF) components for communications equipment manufacturers, announced that it has signed a definitive agreement to acquire Micro Linear Corp., headquartered in San Jose, CA.
Under the terms of the agreement, 0.365 of a Sirenza share will be issued for each Micro Linear share, subject to potential adjustment. Based on Micro Linear's fully diluted shares outstanding and Sirenza’s closing price on August 14, 2006, the transaction is currently valued at approximately $45.6 M.
Micro Linear is a fabless semiconductor company specializing in wireless integrated circuit (IC) solutions used in a variety of wireless applications serving global end markets. The acquisition has been approved by the boards of directors of each company and is expected to close in the fourth quarter of 2006, subject to the approval of Micro Linear shareholders and other customary closing conditions.
Micro Linear will join Sirenza’s SMDI business segment, augmenting its existing product portfolio and expanding its expertise in integrated RF IC products for consumer applications. In connection with the proposed transaction, it is expected that Timothy Richardson, president and CEO of Micro Linear, will join Sirenza as chief strategy officer and will report to Robert Van Buskirk, president and CEO. Additionally, it is currently anticipated that John Zucker, current chairman of the Micro Linear board of directors, will join the Sirenza Board as an independent director at the close of the transaction.
“We believe the acquisition of Micro Linear is another significant step toward achieving our strategic goals of diversifying our end markets, expanding our product breadth and strengthening our world-class RF core competencies,” said Robert Van Buskirk, president and CEO of Sirenza Microdevices. “Micro Linear’s highly integrated IC capability strengthens our expertise in IC product solutions and brings us world class, proven RF CMOS and bi-CMOS design expertise. Additionally, Micro Linear’s strong position in silicon-based transceiver IC products enables our penetration into the high-volume digital cordless phone market, launches us into the growing PHS terminal market and strengthens our current participation in the expanding digital TV (DTV) and set-top box markets. We are excited about completing the transaction and look forward to working closely with our broadened customer base as we move into 2007 as a stronger, more diversified RF component supplier.”
“We are pleased with the terms of the proposed transaction and believe the business combination with Sirenza to be in the best interests of Micro Linear’s shareholders and customers,” said Timothy Richardson, president and CEO. “Sirenza and Micro Linear have complementary technologies and products and the combined company can leverage its extensive high-volume IC production capabilities for world-class transceiver/tuner products targeted at a wide variety of global wireless applications. This transaction offers the potential to realize substantial synergies and should result in a stronger, more competitive company that is well positioned to continue to build shareholder value.”
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