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Ramtron turns down Cypress, explores possible ventures

Posted: 09 Jul 2012 ?? ?Print Version ?Bookmark and Share

Keywords:rejected offer? ferroelectric? Securities and Exchange Commission?

Ramtron rejects Cypress again, in talks with others

Peter Clarke

7/5/2012 9:04 AM EDT

The board of directors at ferroelectric company Ramtron has rejected the improved offer from Cypress Semiconductor. The company is currently in talks with several major semiconductor companies regarding a potential strategic transaction.

Details of the said transaction, as well as its possibility, are still sketchy. Some predict that Ramtron could possibly sell all or part of the company while others believe that the company is planning a formation of a joint venture.

Ramtron International Corp. did announce its action to reject an offer from Cypress Semiconductor Corp. to acquire the firm for $2.68 per share. This is an improved offer from the previous Cypress tender of $2.48 per share.

In a statement, Ramtron pointed out that its stock has been trading at above the Cypress offer price since Cypress went public on its attempts to buy the company. On July 3, Ramtron stock closed at $3.01 and market valuation of about $104 million.

Last month, Cypress went public with the offer to buy Ramtron for roughly $86 million. Cypress said it also bid to acquire Ramtron for $3.01 per share back in 2011.

William Howard, Ramtron's chairman, stated that he believes that the offer price of $2.68 per share fails to reflect the company's strengthened competitive position, enlarged addressable market and progress being made toward expanding the Company's portfolio beyond specialty memory products to also include integrated semiconductor solutions.

In Schedule 14D-9 form that Ramtron said it is filing on July 5 with the Securities and Exchange Commission, the company discloses it is investigating a potential sale of the company; a strategic alignment with one or more investors or joint venture counterparties; other potential strategic transactions to recognize the long-term value of the company for its stockholders; or continuing with the company's current plans.

Ramtron said Cypress had been invited to take part in that strategic alternatives review process but had made no effort to participate and had chosen instead to bypass the process and make its unsolicited tender offer.

Ramtron said it is now engaged in discussions with a number of other parties, including major semiconductor companies, regarding a potential transaction.

- Peter Clarke
??EETimes US

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