DGAP-Adhoc: Dialog Semiconductor Declines to Revise Bid for Atmel


Dialog Semiconductor Plc.  / Key word(s): Mergers & Acquisitions

14.01.2016 20:11

Dissemination of an Ad hoc announcement according to § 15 WpHG, transmitted
by DGAP - a service of EQS Group AG.
The issuer is solely responsible for the content of this announcement.

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London, United Kingdom, January 14, 2016 - Dialog Semiconductor plc
("Dialog") (XETRA: DLG) hereby announces that, today, its board of
directors has determined not to revise its proposal to acquire Atmel
Corporation ("Atmel") (Nasdaq: ATML).  On January 13, 2016, Atmel published
that it had determined that the unsolicited acquisition proposal received
from Microchip Technology Inc. constitutes a "Company Superior Proposal"
and that it intends to terminate its merger agreement with Dialog to accept
Microchip's proposal.  Dialog will inform Atmel that it will waive the
remainder of the four business day notice period to which Dialog is
entitled under its merger agreement with Atmel.

Upon termination of the merger agreement by Atmel to accept Microchip's
proposal, Atmel is required to pay Dialog a $137.3 million termination fee.


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Information and Explaination of the Issuer to this News:

'We have concluded that it is not in the best interests of our shareholders
to increase the offer price for Atmel,' said Jalal Bagherli, Dialog Chief
Executive Officer. 'We believed the acquisition was the right strategic
decision for us, and we are disappointed that it did not come to fruition.
However, we remain highly confident in our strategic plan, market
opportunities, and competitive strengths.  We will continue to put the
interests of our customers and shareholders at the forefront of all our
decisions. Our focus is to create long-term value for our shareholders.'

For further information please contact:

Dialog Semiconductor                   Dialog Semiconductor 
Mark Tyndall                           Jose Cano 
SVP, Corporate Development & Strategy  Head of Investor Relations     
Tel: +1 408 621 6749                   Tel: +44 (0)1793 756 961     
mark.tyndall@diasemi.com               jose.cano@diasemi.com  

FTI Consulting London                  FTI Consulting Frankfurt
Matt Dixon                             Anja Meusel 
Tel: +44 (0)20 3727 1137               Tel: +49 (0) 69 9203 7120     
matt.dixon@fticonsulting.com           anja.meusel@fticonsulting.com 

About Dialog 

Dialog provides highly integrated standard and custom mixed-signal
integrated circuits (ICs), optimised for smartphone, tablet, IoT, LED Solid
State Lighting (SSL) and Smart Home applications. Dialog brings strong
expertise to the rapid development of ICs while providing flexible and
dynamic support, innovation and the assurance of dealing with an
established business partner. With world-class manufacturing partners,
Dialog operates a fabless business model and is a socially responsible
employer pursuing many programs to benefit the employees, community, other
stakeholders and the environment. Dialog's power saving technologies
including DC-DC configurable system power management deliver high
efficiency and enhance the consumer's user experience by extending battery
lifetime and enabling faster charging of their portable devices. Its
technology portfolio also includes audio, Bluetooth(R) Smart, Rapid
Charge(TM) AC/DC power conversion and multi-touch.

Dialog is headquartered in London with a global sales, R&D and marketing
organisation. In 2015, it had $1.355 billion in revenue and continues to be
one of the fastest growing European public semiconductor companies.

Forward Looking Statements

This press release contains 'forward-looking statements' that reflect
management's current views with respect to future events. The words
'anticipate,' 'believe,' 'estimate', 'expect,' 'intend,' 'may,' 'plan,'
'project' and 'should' and similar expressions identify forward-looking
statements. Such statements are subject to risks and uncertainties,
including, but not limited to: an economic downturn in the semiconductor
and telecommunications markets; changes in currency exchange rates and
interest rates, the timing of customer orders and manufacturing lead times,
insufficient, excess or obsolete inventory, the impact of competing
products and their pricing, political risks in the countries in which we
operate or sale and supply constraints. If any of these or other risks and
uncertainties occur (some of which are described under the heading 'Risks
and their management' in Dialog Semiconductor's most recent Annual Report)
or if the assumptions underlying any of these statements prove incorrect,
then actual results may be materially different from those expressed or
implied by such statements. We do not intend or assume any obligation to
update any forward-looking statement which speaks only as of the date on
which it is made, however, any subsequent statement will supersede any
previous statement.

14.01.2016 The DGAP Distribution Services include Regulatory Announcements,
Financial/Corporate News and Press Releases.
Media archive at www.dgap-medientreff.de and www.dgap.de

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Language:     English
Company:      Dialog Semiconductor Plc.
              Tower Bridge House, St. Katharine's Way
              E1W 1AA London
              United Kingdom
Phone:        +49 7021 805-412
Fax:          
E-mail:       jose.cano@diasemi.com, lauren.ofstedahl@diasemi.com
Internet:     www.dialog-semiconductor.com
ISIN:         GB0059822006, XS0757015606
WKN:          927200
Indices:      TecDAX
Listed:       Regulated Market in Frankfurt (Prime Standard); Regulated
              Unofficial Market in Berlin, Dusseldorf, Hamburg, Munich,
              Stuttgart; Luxemburg
 
End of Announcement                             DGAP News-Service
 
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