Power Electronics

Microchip Technology to Acquire Micrel

Microchip Technology Incorporated and Micrel, Incorporated announced that Microchip has signed a definitive agreement to acquire Micrel for $14.00 per share. Micrel shareholders may elect to receive the purchase price in either cash or shares of Microchip common stock. The acquisition price represents a total equity value of about $839 million, and a total enterprise value of about $744 million, after excluding Micrel's cash and investments on its balance sheet of approximately $95 million. This represents a premium to Micrel's closing stock price as of May 6, 2015 of 3% and a 30% premium to Micrel's closing stock price on August 7, 2014, the day Starboard Value LP disclosed a 12.0% interest in Micrel in a Schedule 13D filing with the SEC.

"We are pleased to have Micrel become part of the Microchip team. Micrel's portfolio of Linear and Power Management products, LAN solutions and Timing and Communications products, as well as their strong position in the Industrial, Automotive and Communications markets, complement many of Microchip's initiatives in these areas. We believe that combining Micrel's business with Microchip's business will enable significant synergies and cross selling opportunities," said Steve Sanghi, President and CEO of Microchip Technology. "Ray Zinn founded Micrel and has led the company for the last 37 years. I want to thank Ray for his vision in guiding Micrel from a start-up to almost a quarter billion dollars in annual sales," added Mr. Sanghi.

"We are excited to join Microchip Technology, a premier company in the semiconductor industry. Microchip has demonstrated consistent profitability, technology leadership and growth in its core businesses. We believe that this acquisition provides the best vehicle for us to realize significant value for

Micrel's shareholders and is a fantastic outcome for our employees and customers, as well as the opportunity to scale up to the much stronger sales and manufacturing platforms of Microchip," said Ray Zinn, President and CEO of Micrel.

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