Company Website:
http://www.analog.com
NORWOOD, Mass. & MILPITAS, Calif. -- (Business Wire)
Analog Devices, Inc. (NASDAQ: ADI) and Linear Technology Corporation
(NASDAQ: LLTC) today announced that on October 19, 2016 the applicable
waiting period under the Hart-Scott-Rodino Antitrust Improvements Act
for the proposed combination of Analog Devices and Linear Technology
expired. As a result, the transaction has been cleared for U.S.
antitrust purposes. In addition, Analog Devices and Linear Technology
received clearance for the transaction from the German Federal Cartel
Office on October 11, 2016.
Analog Devices and Linear Technology currently expect the transaction to
be completed during the first half of calendar year 2017, subject to
receipt of the remaining required regulatory approvals and the
satisfaction or waiver of the other conditions contained in the merger
agreement. Linear Technology stockholders voted to approve the merger
agreement at a meeting held on October 18, 2016.
About Analog Devices
Analog Devices (NASDAQ: ADI) designs and manufactures semiconductor
products and solutions. ADI enables its customers to interpret the world
around us by intelligently bridging the physical and digital with
unmatched technologies that sense, measure and connect. Visit http://www.analog.com.
About Linear Technology
Linear Technology, a member of the S&P 500, has been designing,
manufacturing and marketing a broad line of high performance analog
integrated circuits for major companies worldwide for over three
decades. The company’s products provide an essential bridge between our
analog world and the digital electronics in communications, networking,
industrial, automotive, computer, medical, instrumentation, consumer,
and military and aerospace systems. Linear Technology produces power
management, data conversion, signal conditioning, RF and interface ICs,
µModule® subsystems, and wireless sensor network products. For more
information, visit www.linear.com.
Forward-Looking Statements
This press release contains forward-looking statements, which address a
variety of subjects including the expected timetable for closing of the
transaction between Analog Devices, Inc. ("Analog Devices") and Linear
Technology Corporation ("Linear Technology"). Statements that are not
historical facts, including statements about our beliefs, plans and
expectations, are forward-looking statements. Such statements are based
on our current expectations and are subject to a number of factors and
uncertainties, which could cause actual results to differ materially
from those described in the forward-looking statements. The following
important factors and uncertainties, among others, could cause actual
results to differ materially from those described in these
forward-looking statements: the ability to satisfy the conditions to
closing of the proposed transaction, on the expected timing or at all;
the ability to obtain required regulatory approvals for the proposed
transaction, on the expected timing or at all, including the potential
for regulatory authorities to require divestitures in connection with
the proposed transaction; the occurrence of any event that could give
rise to the termination of the merger agreement; the risk of stockholder
litigation relating to the proposed transaction, including resulting
expense or delay; higher than expected or unexpected costs associated
with or relating to the transaction; the risk that expected benefits,
synergies and growth prospects of the transaction may not be achieved in
a timely manner, or at all; the risk that Linear Technology's business
may not be successfully integrated with Analog Devices' following the
closing; the risk that Analog Devices and Linear Technology will be
unable to retain and hire key personnel; and the risk that disruption
from the transaction may adversely affect Linear Technology's or Analog
Devices' business and relationships with their customers, suppliers or
employees. For additional information about factors that could cause
actual results to differ materially from those described in the
forward-looking statements, please refer to both Analog Devices' and
Linear Technology's filings with the Securities and Exchange Commission
("SEC"), including the risk factors contained in each of Analog Devices'
and Linear Technology's most recent Quarterly Reports on Form 10-Q and
Annual Report on Form 10-K. Forward-looking statements represent
management's current expectations and are inherently uncertain. Except
as required by law, we do not undertake any obligation to update
forward-looking statements made by us to reflect subsequent events or
circumstances.
Important Additional Information Will Be Filed
With The SEC
In connection with the proposed transaction, Analog Devices and Linear
Technology have filed and will file relevant information with the
Securities and Exchange Commission, including a registration statement
of Analog Devices on Form S-4 (the "registration statement") that
includes a prospectus of Analog Devices and a proxy statement of Linear
Technology (the "proxy statement/prospectus"). INVESTORS AND SECURITY
HOLDERS OF LINEAR TECHNOLOGY ARE URGED TO CAREFULLY READ THE ENTIRE
REGISTRATION STATEMENT AND PROXY STATEMENT/PROSPECTUS AND OTHER RELEVANT
DOCUMENTS FILED WITH THE SEC, BECAUSE THEY CONTAIN IMPORTANT INFORMATION
ABOUT ANALOG DEVICES, LINEAR TECHNOLOGY AND THE PROPOSED TRANSACTION. A
definitive proxy statement/prospectus has been sent to Linear
Technology's shareholders. The registration statement, proxy
statement/prospectus and other documents filed by Analog Devices with
the SEC may be obtained free of charge at Analog Devices’ website at www.analog.com
or at the SEC's website at www.sec.gov.
These documents may also be obtained free of charge from Analog Devices
by requesting them by mail at Analog Devices, Inc., One Technology Way,
P.O. Box 9106, Norwood, MA 02062-9106, Attention Investor Relations, or
by telephone at (781) 461-3282. The documents filed by Linear Technology
with the SEC may be obtained free of charge at Linear Technology's
website at www.linear.com
or at the SEC's website at www.sec.gov.
These documents may also be obtained free of charge from Linear
Technology by requesting them by mail at Linear Technology Corporation,
1630 McCarthy Blvd., Milpitas, CA, 95035-7417, Attention: Investor
Relations, or by telephone at (408) 432-2407.
Non-Solicitation
This communication shall not constitute an offer to sell or the
solicitation of an offer to sell or the solicitation of an offer to buy
any securities, nor shall there be any sale of securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful
prior to registration or qualification under the securities laws of any
such jurisdiction. No offer of securities shall be made except by means
of a prospectus meeting the requirements of Section 10 of the Securities
Act of 1933, as amended.
View source version on businesswire.com: http://www.businesswire.com/news/home/20161020005711/en/
Contacts:
Investor Contacts
Analog
Devices
Ali Husain, 781-461-3282
Treasurer & Director
of Investor Relations
investor.relations@analog.com
or
Mike
Lucarelli, 781-461-3282
Senior Manager Investor Relations
investor.relations@analog.com
or
Linear
Technology:
Donald P. Zerio, 408-432-1900
Vice
President, Finance, Chief Financial Officer
or
Media
Contacts
Analog Devices
Gerald
Kimber White, 781-461-3839
Senior Director Corporate Communications
gerald.kimberwhite@analog.com
or
Linear
Technology
John Hamburger, 408-432-1900 x2419
Director,
Marketing Communications
jhamburger@linear.com
Source: Analog Devices, Inc.
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