8-KAcquisitions & DispositionsExhibits & Filings

MICROCHIP TECHNOLOGY INC 8-K Report, Acquisition Completed (Aug 4, 2015)

Filed August 4, 2015For Securities:MCHPMCHPP

Summary

Microchip Technology Inc. (MCHP) announced the completion of its acquisition of Micrel, Incorporated on August 3, 2015. This strategic move involved a two-step merger process, with Micrel becoming a wholly owned subsidiary of Microchip. The acquisition was primarily structured to offer Micrel shareholders a choice between cash consideration of $14.00 per share or an equivalent value in Microchip common stock, based on an average closing price of $42.888 for Microchip's stock. This transaction is significant as it signals Microchip's intent to expand its market presence and product portfolio through inorganic growth. The financial terms indicate an aggregate consideration of approximately $430 million in cash and the issuance of 8,626,795 shares of Microchip's common stock. Investors should note that the stock consideration implies a fixed value for each Micrel share, with the number of Microchip shares issued being determined by Microchip's average stock price. The completion of this merger marks a pivotal moment for Microchip, potentially enhancing its competitive position and revenue streams in the semiconductor industry.

Key Highlights

  • 1Microchip Technology Inc. has successfully completed the acquisition of Micrel, Incorporated as of August 3, 2015.
  • 2The acquisition was executed through a two-step merger process, making Micrel a wholly owned subsidiary of Microchip.
  • 3Micrel shareholders were offered a choice of either $14.00 in cash or an equivalent value in Microchip common stock per share.
  • 4The stock consideration was based on Microchip's average closing stock price of $42.888 over the ten most recent trading days prior to closing.
  • 5The total consideration involves approximately $430 million in cash and the issuance of 8,626,795 shares of Microchip common stock.
  • 6This acquisition is expected to contribute to Microchip's growth and market position in the semiconductor sector.
  • 7A joint press release announcing the completion of the merger was issued on August 3, 2015.

Frequently Asked Questions

The total consideration for the acquisition of Micrel was approximately $430 million in cash and the issuance of 8,626,795 shares of Microchip common stock. The cash portion represented $14.00 per share for Micrel shareholders.

Micrel shareholders could elect to receive either $14.00 in cash per share or an equivalent value in Microchip common stock, calculated based on Microchip's average stock price of $42.888 over a specific ten-day trading period. Proration rules applied as described in the merger agreement.

While the 8-K filing focuses on the transaction's completion, acquisitions like this are typically aimed at expanding Microchip's product portfolio, customer base, and overall market share within the semiconductor industry, driving future revenue growth and enhancing its competitive position.

The acquisition of Micrel by Microchip was completed on August 3, 2015.