Broadcom Extends Offer Period for Innovision Research & Technology PLC
Poster: SySAdmin
Posted on July 12, 2010 at 1:21:01 AM
Broadcom Extends Offer Period for Innovision Research & Technology PLC
IRVINE, Calif., July 12 -- Broadcom Corporation (NASDAQ:BRCM), a global leader in semiconductors for wired and wireless communications, today announced its subsidiary, Broadcom International Ltd., has extended the offer period for its previously announced all-cash offer for Innovision Research & Technology PLC, (a company listed on the Alternative Investment Market of the London Stock Exchange: INN) until 1:00 pm London Time on Friday, July 16, 2010. Innovision is a leader in near-field communication (NFC) technology.
Levels of acceptances
As at 1.00 p.m. (London time) on July 9, 2010 (being the first closing date of the Offer), Broadcom (the Offeror) had received valid acceptances from Innovision Shareholders in respect of 71,836,369 Shares, representing approximately 78.46 percent of the existing issued share capital of Innovision, which may count toward the satisfaction of the Acceptance Condition to the Offer (as set out in paragraph 1(a) of Part A of Appendix I to the Offer Document).
These acceptances include acceptances of the Offer by (a) all of the Innovision Directors (pursuant to the irrevocable undertakings given by them as described in the Offer Document) in respect of, in aggregate, 274,317 Innovision Shares, representing approximately 0.3 percent of the existing issued share capital of Innovision (b) certain of the Innovision Shareholders (pursuant to the irrevocable undertakings given by them as described in the Offer Document) in respect of, in aggregate, 27,615,897 Innovision Shares, representing approximately 30.16 percent of the existing issued share capital of Innovision and (c) certain of the Innovision Shareholders (pursuant to the letters of intent given by them as described in the Offer Document) in respect of, in aggregate, 12,025,175 Innovision Shares, representing approximately 13.14 percent of the existing issued share capital of Innovision.
Interests in relevant securities
As at 1.00 p.m. (London time) on July 9, 2010 (being the first closing date of the Offer), the Offeror had interests in 9,640,611 Shares, representing approximately 10.53 per cent of the existing issued share capital of Innovision. Such shares were acquired by the Offeror from 2 Innovision Shareholders on July 6, 2010.
Extension of the Offer Period
The Offer, which remains subject to the terms and conditions set out in the Offer Document, is being extended to, and will remain open for acceptance until, 1.00 p.m. (London time) on Friday, July 16, 2010.
Any further extensions of the Offer Period will be publicly announced no later than 8.00 a.m. (London time) on the Business Day following any date on which the Offer is otherwise due to expire, or such later date or time as the Panel may agree.
Further information about the Offer, including the Offer Document, is available at
http://investor.broadcom.com/rule-2-5disclaimer.cfm?doc=28.
Other than as expressly set out in this announcement, capitalized terms used in this announcement shall have the meaning given to them in the Offer Document published by Broadcom on June 18, 2010.
About Broadcom
Broadcom Corporation is a major technology innovator and global leader in semiconductors for wired and wireless communications. Broadcom products enable the delivery of voice, video, data and multimedia to and throughout the home, the office and the mobile environment. We provide the industry's broadest portfolio of state-of-the-art system-on-a-chip and software solutions to manufacturers of computing and networking equipment, digital entertainment and broadband access products, and mobile devices. These solutions support our core mission: Connecting everything®.
Broadcom, one of the world's largest fabless communications semiconductor companies, with 2009 revenue of $4.49 billion, and holds more than 4,050 U.S. and 1,650 foreign patents, and has more than 7,900 additional pending patent applications, and one of the broadest intellectual property portfolios addressing both wired and wireless transmission of voice, video, data and multimedia.
A FORTUNE 500® company, Broadcom is headquartered in Irvine, Calif., and has offices and research facilities in North America, Asia and Europe. Broadcom may be contacted at +1.949.926.5000 or at http://www.broadcom.com.
Note:
The Offer is not being made, directly or indirectly, in or into the United States or by use of the mails of, or by any means or instrumentality (including, without limitation, facsimile or other electronic transmission, telex or telephone) of inter-state or foreign commerce of, or any facility of, a national, state or other securities exchange of, the United States, nor will it be made directly or indirectly in or into Canada, Australia or Japan and the Offer will not be capable of acceptance by any such use, means, instrumentality or facility or from within the United States, Canada, Australia or Japan or any other such jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction. Accordingly, copies of this announcement are not being, will not be and must not be mailed or otherwise forwarded, distributed or sent in, into or from the United States, Canada, Australia or Japan or any other such jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction and persons receiving this announcement (including without limitation custodians, nominees and trustees) must not mail, forward, distribute or send it in, into or from the United States, Canada, Australia or Japan or any other such jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction.
Cautions regarding Forward-Looking Statements:
All statements included or incorporated by reference in this release, other than statements or characterizations of historical fact, are forward-looking statements. These forward-looking statements are based on our current expectations, estimates and projections about our industry and business, management's beliefs, and certain assumptions made by us, all of which are subject to change. Forward-looking statements can often be identified by words such as "anticipates," "expects," "intends," "plans," "predicts," "believes," "seeks," "estimates," "may," "will," "should," "would," "could," "potential," "continue," "ongoing," similar expressions, and variations or negatives of these words. Examples of such forward-looking statements include, but are not limited to, the length of time the offer will remain open. These forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause our actual results to differ materially and adversely from those expressed in any forward-looking statement.
Important factors that may cause such a difference for Broadcom in connection with the acquisition of Innovision include, but are not limited to the risk factors that can be found at http://www.broadcom.com/press/additional_risk_factors/Q22010.php.
Our Annual Report on Form 10-K, subsequent Quarterly Reports on Form 10-Q, recent Current Reports on Form 8-K, and other Securities and Exchange Commission filings discuss the foregoing risks as well as other important risk factors that could contribute to such differences or otherwise affect our business, results of operations and financial condition. The forward-looking statements in this release speak only as of this date. We undertake no obligation to revise or update publicly any forward-looking statement, except as required by law.
Broadcom®, the pulse logo, Connecting everything®, and the Connecting everything logo are among the trademarks of Broadcom Corporation and/or its affiliates in the United States, certain other countries and/or the EU. Any other trademarks or trade names mentioned are the property of their respective owners.
Broadcom Press Contact Broadcom Investor Relations Contact
Bob Marsocci T. Peter Andrew
Vice President, Corporate Vice President, Corporate
Communications Communications
949-926-5458 949-926-5663
bmarsocci@broadcom.comandrewtp@broadcom.com
Photo: http://www.newscom.com/cgi-bin/prnh/20060609/BROADCOMLOGO
AP Archive: http://photoarchive.ap.org/
http://photos.prnewswire.com/prnh/20060609/BROADCOMLOGO
PRN Photo Desk, photodesk@prnewswire.com
Source: Broadcom Corporation; BRCM Corporate
CONTACT: Press, Bob Marsocci, Vice President, Corporate Communications,
+1-949-926-5458, bmarsocci@broadcom.com; or Investor Relations, T. Peter
Andrew , Vice President, Corporate Communications, +1-949-926-5663,
andrewtp@broadcom.com, both of Broadcom
Web Site: http://www.broadcom.com/
IRVINE, Calif., July 12 -- Broadcom Corporation (NASDAQ:BRCM), a global leader in semiconductors for wired and wireless communications, today announced its subsidiary, Broadcom International Ltd., has extended the offer period for its previously announced all-cash offer for Innovision Research & Technology PLC, (a company listed on the Alternative Investment Market of the London Stock Exchange: INN) until 1:00 pm London Time on Friday, July 16, 2010. Innovision is a leader in near-field communication (NFC) technology.
Levels of acceptances
As at 1.00 p.m. (London time) on July 9, 2010 (being the first closing date of the Offer), Broadcom (the Offeror) had received valid acceptances from Innovision Shareholders in respect of 71,836,369 Shares, representing approximately 78.46 percent of the existing issued share capital of Innovision, which may count toward the satisfaction of the Acceptance Condition to the Offer (as set out in paragraph 1(a) of Part A of Appendix I to the Offer Document).
These acceptances include acceptances of the Offer by (a) all of the Innovision Directors (pursuant to the irrevocable undertakings given by them as described in the Offer Document) in respect of, in aggregate, 274,317 Innovision Shares, representing approximately 0.3 percent of the existing issued share capital of Innovision (b) certain of the Innovision Shareholders (pursuant to the irrevocable undertakings given by them as described in the Offer Document) in respect of, in aggregate, 27,615,897 Innovision Shares, representing approximately 30.16 percent of the existing issued share capital of Innovision and (c) certain of the Innovision Shareholders (pursuant to the letters of intent given by them as described in the Offer Document) in respect of, in aggregate, 12,025,175 Innovision Shares, representing approximately 13.14 percent of the existing issued share capital of Innovision.
Interests in relevant securities
As at 1.00 p.m. (London time) on July 9, 2010 (being the first closing date of the Offer), the Offeror had interests in 9,640,611 Shares, representing approximately 10.53 per cent of the existing issued share capital of Innovision. Such shares were acquired by the Offeror from 2 Innovision Shareholders on July 6, 2010.
Extension of the Offer Period
The Offer, which remains subject to the terms and conditions set out in the Offer Document, is being extended to, and will remain open for acceptance until, 1.00 p.m. (London time) on Friday, July 16, 2010.
Any further extensions of the Offer Period will be publicly announced no later than 8.00 a.m. (London time) on the Business Day following any date on which the Offer is otherwise due to expire, or such later date or time as the Panel may agree.
Further information about the Offer, including the Offer Document, is available at
http://investor.broadcom.com/rule-2-5disclaimer.cfm?doc=28.
Other than as expressly set out in this announcement, capitalized terms used in this announcement shall have the meaning given to them in the Offer Document published by Broadcom on June 18, 2010.
About Broadcom
Broadcom Corporation is a major technology innovator and global leader in semiconductors for wired and wireless communications. Broadcom products enable the delivery of voice, video, data and multimedia to and throughout the home, the office and the mobile environment. We provide the industry's broadest portfolio of state-of-the-art system-on-a-chip and software solutions to manufacturers of computing and networking equipment, digital entertainment and broadband access products, and mobile devices. These solutions support our core mission: Connecting everything®.
Broadcom, one of the world's largest fabless communications semiconductor companies, with 2009 revenue of $4.49 billion, and holds more than 4,050 U.S. and 1,650 foreign patents, and has more than 7,900 additional pending patent applications, and one of the broadest intellectual property portfolios addressing both wired and wireless transmission of voice, video, data and multimedia.
A FORTUNE 500® company, Broadcom is headquartered in Irvine, Calif., and has offices and research facilities in North America, Asia and Europe. Broadcom may be contacted at +1.949.926.5000 or at http://www.broadcom.com.
Note:
The Offer is not being made, directly or indirectly, in or into the United States or by use of the mails of, or by any means or instrumentality (including, without limitation, facsimile or other electronic transmission, telex or telephone) of inter-state or foreign commerce of, or any facility of, a national, state or other securities exchange of, the United States, nor will it be made directly or indirectly in or into Canada, Australia or Japan and the Offer will not be capable of acceptance by any such use, means, instrumentality or facility or from within the United States, Canada, Australia or Japan or any other such jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction. Accordingly, copies of this announcement are not being, will not be and must not be mailed or otherwise forwarded, distributed or sent in, into or from the United States, Canada, Australia or Japan or any other such jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction and persons receiving this announcement (including without limitation custodians, nominees and trustees) must not mail, forward, distribute or send it in, into or from the United States, Canada, Australia or Japan or any other such jurisdiction if to do so would constitute a violation of the relevant laws of such jurisdiction.
Cautions regarding Forward-Looking Statements:
All statements included or incorporated by reference in this release, other than statements or characterizations of historical fact, are forward-looking statements. These forward-looking statements are based on our current expectations, estimates and projections about our industry and business, management's beliefs, and certain assumptions made by us, all of which are subject to change. Forward-looking statements can often be identified by words such as "anticipates," "expects," "intends," "plans," "predicts," "believes," "seeks," "estimates," "may," "will," "should," "would," "could," "potential," "continue," "ongoing," similar expressions, and variations or negatives of these words. Examples of such forward-looking statements include, but are not limited to, the length of time the offer will remain open. These forward-looking statements are not guarantees of future results and are subject to risks, uncertainties and assumptions that could cause our actual results to differ materially and adversely from those expressed in any forward-looking statement.
Important factors that may cause such a difference for Broadcom in connection with the acquisition of Innovision include, but are not limited to the risk factors that can be found at http://www.broadcom.com/press/additional_risk_factors/Q22010.php.
Our Annual Report on Form 10-K, subsequent Quarterly Reports on Form 10-Q, recent Current Reports on Form 8-K, and other Securities and Exchange Commission filings discuss the foregoing risks as well as other important risk factors that could contribute to such differences or otherwise affect our business, results of operations and financial condition. The forward-looking statements in this release speak only as of this date. We undertake no obligation to revise or update publicly any forward-looking statement, except as required by law.
Broadcom®, the pulse logo, Connecting everything®, and the Connecting everything logo are among the trademarks of Broadcom Corporation and/or its affiliates in the United States, certain other countries and/or the EU. Any other trademarks or trade names mentioned are the property of their respective owners.
Broadcom Press Contact Broadcom Investor Relations Contact
Bob Marsocci T. Peter Andrew
Vice President, Corporate Vice President, Corporate
Communications Communications
949-926-5458 949-926-5663
bmarsocci@broadcom.comandrewtp@broadcom.com
Photo: http://www.newscom.com/cgi-bin/prnh/20060609/BROADCOMLOGO
AP Archive: http://photoarchive.ap.org/
http://photos.prnewswire.com/prnh/20060609/BROADCOMLOGO
PRN Photo Desk, photodesk@prnewswire.com
Source: Broadcom Corporation; BRCM Corporate
CONTACT: Press, Bob Marsocci, Vice President, Corporate Communications,
+1-949-926-5458, bmarsocci@broadcom.com; or Investor Relations, T. Peter
Andrew , Vice President, Corporate Communications, +1-949-926-5663,
andrewtp@broadcom.com, both of Broadcom
Web Site: http://www.broadcom.com/