Cypress completes initial tender offer for Ramtron shares

October 10, 2012

Cypress Semiconductor on Wednesday announced the completion of its initial tender offer for the stock of Colorado Springs-based Ramtron International Corp.

Ramtron agreed last month to be acquired by Cypress in a nearly $110 million deal, accepting an offer of $3.10 per share after its board rejected an earlier series of bids. The initial offering period ended Tuesday, with nearly 23.3 million share validly tendered. Along with shares already owned by Cypress, the San Jose, Calif.-based company now owns approximately 70 percent of Ramtron’s outstanding stock. In addition, nearly 560,000 shares were tendered subject to guaranteed delivery procedures, representing another 2 percent of Ramtron’s outstanding stock.

Cypress on Wednesday announced a subsequent offering period starting immediately and expiring Oct. 17 at the same $3.10-per-share price. Cypress, however, said it already has enough voting power now to approve the deal without the votes of any other Ramtron stockholders. The boards of directors of both companies have approved the transaction, which is expected to close by year’s end. Under the deal, Ramtron will become a Cypress subsidiary.

Following completion of the deal, Ramtron stock will no longer be traded on the Nasdaq Global Market, Cypress said. Any shares not tendered by then will be converted into the right to receive the same $3.10 per share in cash.

Ramtron designs semiconductors produced under contract by other companies; it was spun out of the research labs at the University of Colorado at Colorado Springs, where scientists were working on a technology called ferroelectronics. The company employs nearly 140, including about 90 in the Springs.

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