HILLSBORO, Ore. — (BUSINESS WIRE) — March 2, 2015 — Lattice Semiconductor Corporation (NASDAQ: LSCC), a leading provider of programmable connectivity solutions, today made the following announcements related to its proposed acquisition of Silicon Image (NASDAQ: SIMG). As previously announced, Lattice Semiconductor has entered into a definitive agreement to acquire Silicon Image, and commenced a tender offer on February 9, 2015 for all outstanding shares of Silicon Image for $7.30 per share in cash.
- The waiting period for U.S. antitrust review under the Hart-Scott-Rodino Antitrust Improvements Acts of 1976, as amended (“HSR Act”) relating the proposed acquisition of Silicon Image expired on February 24, 2015. The expiration of the waiting period under the HSR Act satisfied one of the conditions to closing of the tender offer.
- The condition related to the marketing period in connection with the financing for the transaction is expected to be satisfied before the expiration time of the tender offer on March 9, 2015. Other conditions remain to be satisfied, including the valid tender of at least a majority of outstanding Silicon Image shares.
The tender offer is scheduled to expire at 12:00 midnight, New York City time, at the end of the day on March 9, 2015, unless the tender offer is extended or terminated earlier.
About Lattice Semiconductor
Lattice Semiconductor (NASDAQ: LSCC) is the leader in low power, small form factor, low cost, customizable solutions for a quickly changing connected world. From making smart consumer devices smarter, to enabling intelligent industrial automation, or connecting anything to everything in communications, electronics manufacturers around the world use Lattice's solutions for fast time to market, product innovation, and competitive differentiation. For more information, visit www.latticesemi.com. You can also follow us via LinkedIn, Twitter, Facebook or RSS.
Notice to Investors
This communication does not constitute an offer to buy or a solicitation of an offer to sell any securities. Lattice and Merger Sub have filed a Tender Offer Statement on Schedule TO with U.S. Securities and Exchange Commission (“SEC”) containing an offer to purchase all of the outstanding shares of common stock of Silicon Image, Inc. for $7.30 per share. The tender offer is being made solely by means of the offer to purchase, including the amendments to the offer to purchase described in the amended Tender Offer Statements on Schedule TO-T/A filed on February 26, 2015 and February 27, 2015, and the exhibits filed with respect thereto (including the letter of transmittal), which contain the full terms and conditions of the tender offer. INVESTORS AND SECURITY HOLDERS OF SILICON IMAGE, INC. ARE URGED TO READ THESE AND OTHER DOCUMENTS FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THOSE DOCUMENTS, CAREFULLY IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and security holders may obtain free copies of these documents (if and when available) and other documents filed with the SEC by Lattice through the Web site maintained by the SEC at http://www.sec.gov or through Secretary, Lattice Semiconductor Corporation, 5555 NE Moore Court, Hillsboro, Oregon 97124-6421.
Forward-Looking Statements Notice
This news release contains forward-looking statements that involve estimates, assumptions, risks and uncertainties. Any statements about expectations, beliefs, plans, objectives, assumptions or future events or performance are not historical facts and may be forward-looking. Words or phrases such as “anticipates,” “believes,” “could,” “estimates,” “expects,” “intends,” “plans,” “predicts,” “projects,” “may,” “will,” “should,” “continue,” “ongoing,” “future,” “potential” and similar words or phrases identify forward-looking statements. The forward-looking statements in this document address a variety of subjects including, for example, statements relating to the closing of the tender offer and related transactions and the expected timing of the closing of the acquisition. Forward-looking statements are based on current expectations and involve estimates, assumptions, risks and uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements. The following factors, among others, could cause actual results to differ materially from the forward-looking statements : Lattice Semiconductor may not receive sufficient tender of shares from Silicon Image’s stockholders to close the tender offer and the Silicon Image acquisition may not be consummated due to the failure to satisfy the various conditions to closing. In addition, actual results are subject to other risks and uncertainties that relate more broadly to Lattice Semiconductor’s overall business, including those more fully described in Lattice’s filings with the SEC including its annual report on Form 10-K for the fiscal year ended December 28, 2013, and Lattice’s quarterly reports filed on Form 10-Q for the 2014 fiscal year, as well as the tender offer documents filed by Lattice Semiconductor and the solicitation/recommendation statement filed by Silicon Image in connection with the tender offer.
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