CORRECTING and REPLACING Microtune Announces Stockholder Approval of Acquisition by Zoran Corporation
November 19 2010 - 5:50PM
Business Wire
Approximate percentage of outstanding shares should be 75% (sted
77%).
The corrected release reads:
MICROTUNE ANNOUNCES STOCKHOLDER APPROVAL OF
ACQUISITION BY ZORAN CORPORATION
Microtune®, Inc. (NASDAQ:TUNE) today announced that at the
special meeting of stockholders held on November 19, 2010, its
stockholders adopted the merger agreement with Zoran Corporation,
dated September 7, 2010, pursuant to which Microtune will become a
wholly-owned subsidiary of Zoran.
The affirmative vote of the holders of a majority of the
outstanding shares of Microtune common stock was required to
approve the proposal to adopt the merger agreement and
approximately 75% of the outstanding shares of Microtune common
stock as of October 18, 2010, the record date for the special
meeting, were voted to approve the proposal to adopt the merger
agreement.
Microtune and Zoran have agreed, subject to the satisfaction or
waiver of certain conditions set forth in the merger agreement
attached as Annex A to the Definitive Proxy Statement on Schedule
14A filed by Microtune with the Securities and Exchange Commission
on October 19, 2010 and summarized in such Definitive Proxy
Statement, that the merger contemplated by the merger agreement
will close on or about November 30, 2010.
ABOUT MICROTUNE, INC.
Microtune, Inc. is a receiver solutions company that designs and
markets advanced radio frequency (RF) and demodulator electronics
for worldwide customers. Its products, targeted to the cable,
digital television and automotive entertainment markets, are
engineered to deliver high-performance and reliable video, voice
and data signals across a diverse range of end products, from
HDTVs, set-top boxes and cable modems to car radios. Microtune is
headquartered in Plano, Texas, with key design and sales centers
located around the world. The website: www.microtune.com or
www.microtune.cn.
ABOUT ZORAN CORPORATION
Zoran Corporation, based in Sunnyvale, California, is a leading
provider of digital solutions for the digital entertainment and
digital imaging markets. With over two decades of expertise
developing and delivering digital signal processing technologies,
Zoran has pioneered high-performance digital audio and video,
imaging applications and Connect Share Entertain technologies for
the digital home. Zoran’s proficiency in integration delivers major
benefits for OEM customers, including greater capabilities within
each product generation, reduced system costs, and shorter time to
market. Zoran-based DTV, set-top box, DVD, digital camera and
multifunction printer products have received recognition for
excellence and are now in hundreds of millions of homes and offices
worldwide. With headquarters in the U.S. and additional operations
in China, France, India, Israel, Japan, Korea, Sweden, Taiwan, and
the U.K., Zoran may be contacted on the World Wide Web at
www.zoran.com or at 408-523-6500.
Zoran and the Zoran logo are trademarks or registered trademarks
of Zoran Corporation and/or it subsidiaries in the United States or
other countries. All other names and brands may be claimed as
property of others.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING
STATEMENTS
This document contains certain forward-looking statements about
Microtune, Inc. (“Microtune”), including the expected timing of the
proposed closing of the acquisition of Microtune by Zoran
Corporation, that are subject to risks and uncertainties that could
cause actual results to differ materially from those expressed or
implied in the forward-looking statements. These factors include,
but are not limited to: (1) the occurrence of any event, change or
other circumstances that could give rise to the termination of the
merger agreement; (2) the outcome of any legal proceedings that may
be instituted against Microtune and others following announcement
of the proposal or the merger agreement; (3) the risk that the
proposed transaction disrupts current plans and operations and the
potential difficulties in employee retention as a result of the
merger; (4) the ability to recognize the benefits of the merger or
of any combination of Microtune and Zoran Corporation; (5) the
timing of the initiation, progress or cancellation of significant
contracts or arrangements, the mix and timing of products sold in a
particular period; and (6) the possibility that Microtune may be
adversely affected by other economic, business, and/or competitive
factors. Except as required by law, Microtune is under no duty to
update any of the forward-looking statements after the date of this
document to conform to actual results.
These and other risks that are set forth in the “Risk Factors,”
“Legal Proceedings” and “Management's Discussion and Analysis of
Financial Condition and Results of Operations” sections of and
elsewhere in Microtune’s Annual Report on Form 10-K for the year
ended December 31, 2009 and Microtune’s most recent Quarterly
Report on Form 10-Q for the quarter ended September 30, 2010, each
as filed with the Securities and Exchange Commission. Many of the
factors that will determine the outcome of the subject matter of
this document are beyond Microtune’s ability to control or
predict.
EDITOR’S NOTE:
Microtune is a registered trademark and MicroTuner is a
trademark of Microtune, Inc. Copyright © 2010 Microtune, Inc. All
rights reserved. All other trademarks are the property of their
respective holders.
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