ANADIGICS Announces That it Has Received From II-VI Incorporated a Proposed Amendment to the Merger Agreement That, Among Ot...
19 Fevereiro 2016 - 8:00PM
ANADIGICS, Inc. (Nasdaq:ANAD) (“ANADIGICS” or the “Company”) today
announced that, sometime after 11:00 p.m. on February 18, 2016,
II-VI Incorporated (“II-VI”) delivered to the Company for
consideration by the Company's Board of Directors a set of proposed
amendments and agreements (the “February 18, 2016 II-VI Proposed
Amendment”) to the previously announced January 15, 2016 agreement
and plan of merger pursuant to which an affiliate of II-VI has
offered to acquire all of the outstanding shares of ANADIGICS
common stock on a fully diluted basis for $0.66 per share net in
cash, pursuant to an all-cash tender offer and second-step merger
(the "II-VI Merger Agreement"). Among the proposed amended
terms set forth in the February 18, 2016 II-VI Proposed Amendment
is the increase from $0.66 to $0.73 of the per-share offer price
set forth in the II-VI Merger Agreement and the extension of a loan
to ANADIGICS, on the terms set forth in a proposed loan agreement
submitted as part of the February 18, 2016 II-VI Proposed
Amendment, in the event that the proposed merger transaction does
not close in a timely manner. The Company's Board of
Directors intends to consider carefully the February 18, 2016 II-VI
Proposed Amendment.
About ANADIGICS, Inc.
ANADIGICS, Inc. (NASDAQ:ANAD) (“ANADIGICS” or the “Company”)
designs and manufactures innovative radio frequency (RF) solutions
for the growing CATV infrastructure, small-cell, WiFi, and cellular
markets. Headquartered in Warren, NJ, ANADIGICS offers RF products
with exceptional reliability, performance and integration to
deliver a unique competitive advantage to OEMs and ODMs for
infrastructure and mobile applications. The Company’s award-winning
solutions include line amplifiers, upstream amplifiers, power
amplifiers, front-end ICs, front-end modules and other RF
components. For more information, visit www.anadigics.com.
Safe Harbor Statement
Except for historical information contained herein, this press
release contains projections and other forward-looking statements
(as that term is defined in the Securities Exchange Act of 1934, as
amended). These projections and forward-looking statements reflect
the Company's current views with respect to future events and
financial performance and can generally be identified as such
because the context of the statement will include words such as
"believe", "anticipate", "expect", "goal," "objective," "plan" or
words of similar import. Similarly, statements that describe our
future plans, objectives, estimates or goals are forward-looking
statements. No assurances can be given, however, that these events
will occur or that these projections will be achieved and actual
results and developments could differ materially from those
projected as a result of certain factors. You are cautioned that
any such forward-looking statements are not guarantees of future
performance and involve risk and uncertainties, as well as
assumptions that if they materialize or prove incorrect, could
cause results to differ materially from those expressed or implied
by such forward-looking statements. Further, all statements, other
than statements of historical fact, are statements that could be
deemed forward-looking statements. We assume no obligation
and do not intend to update these forward-looking statements,
except as may be required by law. Important factors that could
cause actual results and developments to be materially different
from those expressed or implied by such projections and
forward-looking statements include those factors detailed from time
to time in our reports filed with the Securities and Exchange
Commission, including the Company's Annual Report on Form 10-K for
the year ended December 31, 2014, and those discussed elsewhere
herein.
Investor Relations
Terrence Gallagher
Executive Vice President and CFO
ANADIGICS, Inc.
141 Mt. Bethel Road
Warren, NJ 07059
Tel: +1 908 668-5000
E-mail: tgallagher@anadigics.com
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