Vishay acquires Capella for $205M
Vishay Intertechnology Inc., which claims to be one of the world's largest makers of discrete semiconductors and passive electronic components, has made a deal to acquire Taiwan-based Capella Microsystems Inc. for about $205 million. Capella is a fabless IC design company specialising in optoelectronic products.
Vishay intends to acquire Capella first through a tender offer of up to 100 per cent of Capella's outstanding shares. The tender offer is conditioned upon at least a majority of the outstanding shares being tendered. If a majority, but less than 100 per cent, of the outstanding shares are tendered, Vishay will complete the acquisition of Capella by merger according to the Agreement and Plan of Merger executed with Capella. The period to tender outstanding shares begins on July 14, 2014 and ends on September 1, 2014, but could be extended pursuant to local regulations. If a majority of the outstanding shares are tendered, the tender offer is expected to close in September 2014 followed by Vishay's acquisition of 100 per cent of Capella in a merger by the end of January 2015. Capella's board approved the acquisition agreement, and senior management and a majority of the members of the board of Capella other than independent directors have entered into agreements to tender their shares in the tender offer. The closing of the tender offer and merger are subject to customary closing conditions, including obtaining all necessary governmental approvals and clearances.
"We are excited to announce this deal with Capella, a leading IC design company for optical sensors," said Marc Zandman, Vishay's executive chair and chief business development officer. "Capella's strong market position for optical sensors complements Vishay's current capabilities in this field very well. The acquisition fits perfectly our strategy of supplementing our organic Growth Plan through targeted specialty acquisitions."
"Capella will add crucial technological capabilities to our successful and growing opto business that we do not have in-house," said Gerald Paul, Vishay's president and CEO. "It will considerably strengthen Vishay's position in the fast growing market for optical sensors and significantly reduce our time to market for these products. We are confident that as part of Vishay Capella will be able to extend its deep customer reach to other market segments."
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