CHANDLER, Ariz., March 14, 2016 /PRNewswire/ -- (NASDAQ:
MCHP) – Microchip Technology Incorporated, a leading provider of
microcontroller, mixed-signal, analog and Flash-IP solutions, today
announced, in connection with its pending acquisition of Atmel
Corporation (NASDAQ: ATML), that the U.S. Federal Trade Commission
cleared the transaction under the Hart-Scott-Rodino Antitrust
Improvements Act of 1976, as amended, on March 11, 2016, and the German Federal Cartel
Office cleared the transaction on February
25, 2016. The Korea Fair Trade Commission ("KFTC") continues
to review the transaction, and Microchip anticipates receiving
approval from the KFTC. Other than the foregoing approvals,
there is no further antitrust clearance required for completion of
the transaction. The transaction is currently undergoing
review from the French Ministry regarding certain French ISS and
defense business matters. Completion of the merger remains subject
to certain closing conditions, including approval by Atmel
stockholders. The special meeting of Atmel stockholder to
consider approval of the merger is scheduled for Friday, April 1, 2016.
Forward-Looking Statements
Certain statements in this release, including those relating to
satisfaction of closing conditions, approval by Atmel stockholders
and that Microchip anticipates receiving approval from the KFTC,
are forward-looking statements made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of
1995. These forward-looking statements are subject to a
number of business, economic, legal and other risks that are
inherently uncertain and difficult to predict, including, but not
limited to: the actual timing of the closing of the acquisition,
the satisfaction of the conditions to closing in the acquisition
agreement (including obtaining regulatory clearance in Korea and
the timing thereof), any termination of the acquisition agreement,
the costs and outcome of any current or future litigation involving
Microchip, Atmel or the acquisition transaction; and general
economic, industry or political conditions in the United States or internationally.
For a detailed discussion of these and other risk factors, please
refer to the SEC filings of Microchip and Atmel including those on
Forms 10-K, 10-Q and 8-K.
You can obtain copies of such filings and other relevant
documents for free at Microchip's website (www.microchip.com), at
Atmel's website (www.atmel.com) (as applicable) or the SEC's
website (www.sec.gov) or from commercial document retrieval
services.
Stockholders are cautioned not to place undue reliance on the
forward-looking statements in this press release, which speak only
as of the date such statements are made. Neither Microchip
nor Atmel undertakes any obligation to publicly update any
forward-looking statements to reflect events, circumstances or new
information after this March 14, 2016
press release, or to reflect the occurrence of unanticipated
events.
Additional Information and Where to Find It
In connection with the transaction, Microchip filed with the SEC
a Registration Statement on Form S-4 that includes a proxy
statement of Atmel that also constituted a prospectus of
Microchip. The proxy statement/prospectus was declared
effective by SEC and was mailed to Atmel stockholders on or about
February 29, 2016. Investors
and security holders are urged to read the definitive proxy
statement/prospectus and any other relevant documents carefully in
their entirety because they contain important information about the
transaction. Investors and security holders may obtain free
copies of these documents and other documents filed with the SEC at
the SEC's web site at www.sec.gov. Microchip, Atmel and their
directors and executive officers may be deemed to be participants
in the solicitation of proxies from the stockholders of Atmel in
connection with the acquisition transaction. Information
regarding the special interests of these directors and executive
officers in the transaction is included in the proxy
statement/prospectus included in the registration statement on Form
S-4 of Microchip filed with the SEC on February 26, 2016. Additional information
regarding the directors and executive officers of Microchip is also
included in Microchip's Annual Report on Form 10-K/A, which was
filed with the SEC on June 8,
2015. Additional information regarding the directors and
executive officers of Atmel is also included in Atmel's Annual
Report on Form 10-K, which was filed with the SEC on February 29, 2016. These documents are
available free of charge at the SEC's web site at www.sec.gov and
as described above.
About Microchip Technology
Microchip Technology Inc. (NASDAQ: MCHP) is a leading
provider of microcontroller, mixed-signal, analog and Flash-IP
solutions, providing low-risk product development, lower total
system cost and faster time to market for thousands of diverse
customer applications worldwide. Headquartered in
Chandler, Arizona, Microchip
offers outstanding technical support along with dependable delivery
and quality. For more information, visit the Microchip
website at www.microchip.com.
About Atmel
Atmel Corporation (NASDAQ: ATML) is a worldwide leader in the
design and manufacture of microcontrollers, capacitive touch
solutions, advanced logic, mixed-signal, nonvolatile memory and
radio frequency (RF) components. Leveraging one of the industry's
broadest intellectual property (IP) technology portfolios, Atmel is
able to provide the electronics industry with intelligent and
connected solutions focused on the industrial, automotive,
consumer, communications and computing markets. For more
information, visit the Atmel website at www.atmel.com.
Note: The Microchip name and logo are registered trademarks of
Microchip Technology Inc. in the USA and other countries. All other
trademarks mentioned herein are the property of their respective
companies.
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INVESTOR RELATIONS CONTACT:
J. Eric Bjornholt – CFO (480)
792-7804
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SOURCE Microchip Technology Incorporated
