DGAP-News

Dialog Semiconductor Announces Additional Information Regarding Its Acquisition of Atmel

DGAP-News: Dialog Semiconductor Plc. / Key word(s): Acquisition
Dialog Semiconductor Announces Additional Information Regarding Its
Acquisition of Atmel

30.09.2015 / 00:33

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London, United Kingdom, 29 September 2015 - Dialog Semiconductor (XTRA:
DLG) today announced additional information regarding its agreement to
acquire Atmel Corporation (NASDAQ: ATML) announced on 20 September 2015.

- Dialog and Atmel have amended the merger agreement to clarify that the
only required vote of Dialog shareholders will be to authorize the
board of directors of Dialog to allot and issue the ordinary shares
underlying the American Depositary Shares to be issued in connection
with the Atmel acquisition. The vote required to approve this matter
is a simple majority of the ordinary shares present and voting at the
meeting in person or by proxy. This amendment was based on Dialog's
determination that an amendment of its articles of association will not
be required to complete the transaction. The merger agreement
amendment deletes the reference to a possible articles amendment and
the 75% vote that would have been required for such an amendment.
Dialog expects that its shareholder meeting will be held in the fourth
quarter of 2015.

- Dialog expects to make antitrust or competition law filings only in the
United States, Germany and Romania, with all requisite clearances
expected to be received during the fourth quarter of 2015.

- Dialog expects to file with the U.S. Securities and Exchange Commission
a Registration Statement on Form F-4 in connection with the proposed
acquisition in the fourth quarter of 2015.

- Dialog expects that the Atmel shareholder meeting to consider matters
in connection with the acquisition will be held in the first quarter of
2016, and that, subject to the other conditions to the closing of the
merger having been satisfied or waived, the closing of the merger will
occur shortly following that meeting.

Further information regarding the acquisition, including a recently updated
investor presentation, is available on Dialog's website:
http://www.dialog-semiconductor.com/atmel.

For further information please contact:

Dialog Semiconductor Dialog Semiconductor
Mark Tyndall Jose Cano
SVP, Corporate Development & Strategy Head of Investor Relations
Tel: [phone] Tel: [phone]
[e-mail] [e-mail]

About Dialog

Dialog provides highly integrated standard and custom mixed-signal