Acquicor Technology Inc. Announces Record Date for Special Meeting of Stockholders and Approves Stock Repurchase Program
11 Janeiro 2007 - 11:30AM
Business Wire
Acquicor Technology Inc. (AMEX:AQR), announced today that it has
established a record date of January 16, 2007 for a special meeting
of its common stockholders to consider and vote upon several
proposals, including a proposal to approve a merger pursuant to
which a wholly-owned subsidiary of Acquicor will merger with and
into Jazz Semiconductor, Inc. Upon completion of the merger, Jazz
will be the surviving corporation and will become a wholly-owned
subsidiary of Acquicor. The date of the special meeting of
stockholders has not yet been set. Acquicor also announced today
that its Board of Directors has authorized a stock and warrant
repurchase program, under which the company may purchase up to $50
million of the company�s common stock and warrants through July 15,
2007. The stock and warrant repurchase program would be subject to
the completion of the company�s proposed merger with Jazz and the
release of the escrowed proceeds from the issuance and sale of
$166.8 million principal amount of 8% convertible senior notes due
2011. Purchases under the stock and warrant repurchase program will
be made from time to time after the completion of the merger at
prevailing prices as permitted by securities laws and other legal
requirements, and subject to market conditions and other factors.
The program may be discontinued at any time. The stock repurchase
program will be funded using the company�s working capital. About
Acquicor Acquicor (AMEX:AQR) is a company formed by Gilbert F.
Amelio, Ph.D., Ellen M. Hancock and Steve Wozniak for the purpose
of acquiring, through a merger, capital stock exchange, stock
purchase, asset acquisition or other similar business combination,
one or more domestic and/or foreign operating businesses in the
technology, multimedia and networking sectors. Acquicor raised
gross proceeds of $172.5 million through its March 2006 initial
public offering, and $164.3 million was placed in the trust account
pending the completion of a business combination. On September 26,
2006, Acquicor and Jazz Semiconductor, Inc. announced that they
have entered into a merger agreement. The merger is expected to be
completed in the first quarter of 2007 subject to a number of
closing conditions. For more information, please visit
http://www.acquicor.com. Forward-looking Statements This press
release contains forward-looking statements within the meaning of
the Private Securities Litigation Reform Act of 1995, including
statements relating to the proposed merger with Jazz Semiconductor,
Inc. and expected purchases under the stock and warrant repurchase
program. Forward-looking statements are based largely on
expectations and projections about future events and future trends
and are subject to numerous assumptions, risks and uncertainties,
which change over time. Acquicor�s actual stock and warrant
repurchases could be materially less than the aggregate repurchase
authorized due to the company�s decision to discontinue the
program, market conditions being unfavorable for stock and warrant
repurchases or the company�s need to use its working capital for
other purposes. In addition, the implementation of the stock and
warrant repurchase program is conditioned upon the release of the
escrowed proceeds from Acquicor�s 8% convertible senior notes due
2011 and the completion of the merger with Jazz Semiconductor,
Inc., which could be affected by many factors, including, without
limitation, the following: (1) Acquicor stockholder approval of the
merger and a proposed authorized share increase, (2) the scope and
timing of SEC and other regulatory agency review, (3) Jazz
Semiconductor�s future financial performance and (4) general
economic and financial market conditions. Risk Factors relating to
the merger and Acquicor�s business include those disclosed in
Acquicor�s filings with the SEC. Acquicor�s filings with the SEC
are accessible on the SEC�s website at http://www.sec.gov.
Forward-looking statements speak only as of the date they are made.
Acquicor assumes no obligation to update forward-looking
statements. Additional Information and Where to Find It In
connection with the proposed merger with Jazz Semiconductor, Inc.
and the required stockholder approval, Acquicor has filed a
preliminary proxy statement on Schedule 14A and intends to file a
definitive proxy statement on Schedule 14A with the SEC which will
be mailed to its stockholders. INVESTORS AND SECURITY HOLDERS OF
THE COMPANY ARE URGED TO READ THE PROXY STATEMENT AND ANY OTHER
RELEVANT MATERIALS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL
CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. The
definitive proxy statement will be mailed to the stockholders as of
January 16, 2007. Investors and security holders will be able to
obtain free copies of the proxy statement, as well as other filed
materials containing information about the company, at www.sec.gov,
the SEC�s website. Investors may also access the proxy statement
and such other materials at www.acquicor.com, or obtain copies of
such materials by request to the company�s Corporate Secretary at:
Acquicor Technology Inc., 4910 Birch Street, #102, Newport Beach,
CA 92660. The company and its officers and directors may be deemed
to have participated in the solicitation of proxies from the
company�s stockholders in favor of the approval of the proposed
merger with Jazz Semiconductor, Inc. Information concerning the
company�s directors and executive officers is set forth in the
publicly filed documents of the company. Stockholders may obtain
more detailed information regarding the direct and indirect
interests of the company and its directors and executive officers
in the proposed merger by reading the preliminary proxy statement
and other publicly filed documents of the company and the
definitive proxy statement regarding the proposed merger, which
will be filed with the SEC. ThinkEquity Partners LLC, CRT Capital
Group LLC, Wedbush Morgan Securities, GunnAllen Financial, Inc.,
the underwriters in the company�s initial public offering, and Paul
A. Pittman, a consultant to the company and formerly a partner of
ThinkEquity Partners LLC, may be deemed to be participants in the
solicitation of proxies from the company�s stockholders in favor of
the approval of the proposed merger with Jazz Semiconductor, Inc.
Stockholders may obtain information concerning the direct and
indirect interests of such parties in the proposed merger by
reading the preliminary proxy statement and other publicly filed
documents of the company and the definitive proxy statement
regarding the proposed merger, which will be filed with the SEC.
Acquicor Technology (AMEX:AQR)
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