Thursday, December 13, 2007

ON Semiconductor to Acquire AMIS for $915M

ON Semiconductor Corp. announced today that it has agreed to acquire AMIS Holdings Inc., the parent company of integrated circuit manufacturer AMI Semiconductor. ON Semiconductor said the all-stock transaction was worth an estimated equity value of $915 million. Under the terms of the definitive merger agreement, which has been approved by both companies' boards of directors, AMIS shareholders will receive 1.15 shares of ON Semiconductor common stock for each share of AMIS common stock that they own. Based on Wednesday’s closing ON Semiconductor stock price, this calculates to a value of $10.14 per share. Pending regulatory approval, ON Semiconductor said it will complete the transaction with the issuance of some 104 million shares of common stock on a fully diluted basis. ON Semiconductor estimated that, at that point, its shareholders will own approximately 74 percent of the company, with the rest in the possession of AMIS stockholders. ON Semiconductor added that, though its corporate headquarters will remain in Phoenix, it will also maintain a strong presence in Pocatello, Idaho—AMIS' former headquarters.