U.S. SEC okays ON Semi-Catalyst merger statement

ON Semiconductor Corp. and Catalyst Semiconductor Inc. announced that the Securities and Exchange Commission in the U.S. has declared effective the registration statement on Form S-4 relating to the proposed merger of the two companies.

As previously announced, ON Semiconductor and Catalyst Semiconductor have entered into a definitive merger agreement under which ON Semiconductor would acquire Catalyst Semiconductor in a stock-for-stock merger. The all-stock transaction is valued at $115 million.

Under the terms of the agreement, each outstanding share of Catalyst Semiconductor common stock would be exchanged for 0.706 shares of ON Semiconductor common stock.

A special meeting of Catalyst Semiconductor stockholders to consider and vote upon the proposed merger with ON Semiconductor has been scheduled for Oct. 9 at the principal executive offices of Catalyst Semiconductor in California. The transaction is expected to close as soon as practicable under the terms and conditions of the merger agreement, which include, among other things, a requirement that Catalyst Semiconductor stockholders approve the merger.