MACOM Technology Solutions Holdings, Inc. (NASDAQ: MTSI) has completed its acquisition of Applied Micro Circuits Corporation (NASDAQ: AMCC), the company said.
The exchange offer to acquire all of the issued and outstanding shares of AppliedMicro common stock in exchange for USD 3.25 in cash and 0.1089 shares of MACOM common stock per share, in each case, without interest and less any applicable withholding, expired at 12:00 a.m. midnight, Eastern time, at the end of January 25, 2017.
The depositary for the exchange offer has informed MACOM that a total of 64,466,896 shares of AppliedMicro common stock, representing approximately 73.6% of AppliedMicro´s outstanding shares of common stock, were validly tendered and not validly withdrawn pursuant to the exchange offer. All shares that were validly tendered and not validly withdrawn in the exchange offer have been accepted for payment in accordance with the terms of the exchange offer and applicable law.
After the successful completion of the exchange offer for all outstanding shares of AppliedMicro, a wholly owned subsidiary of MACOM has been merged with and into AppliedMicro, followed by a merger of AppliedMicro with and into another MACOM subsidiary.
As a result of the completed mergers, AppliedMicro became a wholly owned subsidiary of MACOM. In connection with the merger, all shares of AppliedMicro common stock not validly tendered into the exchange offer have been cancelled and converted into the right to receive merger consideration in the same amounts offered in the exchange offer. Under Section 251(h) of the General Corporation Law of the State of Delaware, no vote of AppliedMicro´s stockholders was required to consummate the merger. AppliedMicro shares will cease to be traded on the NASDAQ Global Select Market.
Headquartered in Lowell, Massachusetts, MACOM is certified to the ISO9001 international quality standard and ISO14001 environmental management standard. MACOM has design centers and sales offices throughout North America, Europe, Asia and Australia.