1999-03-04
,
News Flash
Philips electronics to commence cash tender offer for all shares of VLSI for $17 per share
Royal Philips Electronics (NYSE: PHG) today announced it will
commence a cash tender offer for all outstanding shares of VLSI
Technology, Inc. (Nasdaq:VLSI) at a price of $17.00 per share. The
offer represents a 58 percent premium to VLSI's closing price of
$10.75 per share on February 25, the last trading day prior to
disclosure of Philips' letter to the VLSI Board of Directors offering to
acquire VLSI for $17.00 per share in cash.
The tender offer, which will begin tomorrow, will expire at 12:00
midnight, New York City time, on Thursday, April 1, 1999, unless
extended.
Philips said it continues to have the highest regard for VLSI and its
employees and was encouraged by VLSI's statement that its Board of
Directors has an open mind concerning the Philips offer. However,
given the compelling nature of the offer and Philips' desire to quickly
complete such a mutually beneficial transaction, Philips has decided
to take its offer directly to VLSI shareholders. Philips remains hopeful
that VLSI will decide to negotiate a transaction soon.
In order for VLSI shareholders to receive the benefits of the offer,
Philips intends to request that the VLSI Board of Directors redeem the
VLSI rights plan or otherwise take action to render the plan
inapplicable to Philips' offer. In the event the VLSI board does not
dismantle the rights plan, Philips intends to take the necessary steps
to replace the VLSI board with nominees who, subject to their fiduciary
duties, would allow the Philips offer to proceed.
Philips Media Relations
Jeremy Cohen, tel. +31 20 5977213
