ISSI Completes Sale of Subsidiary as Part of Taiwan Restructuring Under Uphill Merger Agreement

MILPITAS, Calif., Sept. 11, 2015 — (PRNewswire) — Integrated Silicon Solution, Inc. (Nasdaq: ISSI), a global fabless semiconductor company, today announced that it has completed the sale of its Chingis subsidiary to MediaTek Capital Corp. for $27.1 million pursuant to the previously announced Share Sale and Purchase Agreement.  This transaction was completed following the receipt of regulatory approval in Taiwan.

The foregoing transaction was a key part of the internal restructuring of ISSI's operations in Taiwan as contemplated by the Agreement of Merger dated as of March 12, 2015, as amended (the "Merger Agreement"), between ISSI and Uphill Investment Co ("Uphill") under which Uphill agreed to acquire ISSI for $23.00 per share in cash.  ISSI has now completed the restructuring of its Taiwan operations subject to obtaining approval from the Taiwan Investment Commission.

Upon obtaining the foregoing approval and upon the satisfaction of the other conditions in the Merger Agreement, ISSI and Uphill expect that the closing of the merger will occur early in the fourth calendar quarter.

About ISSI

ISSI is a fabless semiconductor company that designs and markets high performance integrated circuits for the following key markets: (i) automotive, (ii) communications, (iii) industrial, and (iv) digital consumer. ISSI's primary products are high speed and low power SRAM and low, and medium and high density DRAM. ISSI also designs and markets NOR flash products and high performance analog and mixed signal integrated circuits. ISSI is headquartered in Silicon Valley with worldwide offices in Taiwan, Japan, Singapore, China, Europe, Hong Kong, India, and Korea. Visit ISSI's web site at www.issi.com.

Forward Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Statements concerning obtaining approval from the Taiwan Investment Commission and expecting that the closing of the merger will occur early in the fourth calendar quarter are forward-looking statements that involve risks and uncertainties that could cause actual results to differ materially from those anticipated. Such risks and uncertainties include the timing and ability to obtain regulatory approval from the Taiwan Investment Commission and from CFIUS, the satisfaction of the other closing conditions in the Merger Agreement, the outcome of any existing or future litigation involving the acquisition transaction or other risks listed from time to time in ISSI's filings with the SEC, including ISSI's Form 10-K for the year ended September 30, 2014 and Form 10-Q for the quarter ended June 30, 2015. ISSI assumes no obligation to update or revise the forward-looking statements in this press release because of new information, future events, or otherwise.

 

To view the original version on PR Newswire, visit: http://www.prnewswire.com/news-releases/issi-completes-sale-of-subsidiary-as-part-of-taiwan-restructuring-under-uphill-merger-agreement-300141480.html

SOURCE Integrated Silicon Solution, Inc.

Contact:
Integrated Silicon Solution, Inc.
MediaTek Capital Corp.
John M. Cobb, Chief Financial Officer, Investor Relations, (408) 969-6600
Email Contact
Shelton Group, Leanne Sievers, EVP, P: 949-224-3874, E: Email Contact
Matt Kreps, Managing Director, P: 214-272-0073, E: Email Contact
Web: http://www.issi.com




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