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Cypress Semiconductor (CY) Offers To Buy Ramtron (RMTR) For $2.48/Shr

 June 12, 2012 07:37 AM

(By Balaseshan) Chipmaker Cypress Semiconductor Corp. (NASDAQ:CY) has submitted a proposal to buy the fabless semiconductor company Ramtron International Corp. (NASDAQ:RMTR) for $2.48 per share.

Cypress said it would purchase all of Ramtron's outstanding shares for $2.48 a share, a 37% premium to the stock's Monday close.

Last year, Cypress attempted to negotiate an acquisition of Ramtron, but its offer of $3.01 per share was summarily rejected. Soon thereafter, Ramtron sold almost 20% of its stock in a dilutive public offering at a net price of $1.79 per share.

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Chief Executive T.J. Rodgers said in a letter to Ramtron's board that although Cypress would prefer to proceed through a negotiated agreement, Cypress is fully committed to this transaction, and will take the steps necessary to complete it.

Cypress said that an acquisition can be completed expeditiously and is prepared to begin a cash tender offer with no financing or due diligence conditions.

Cypress, which has retained Greenhill & Co. as its financial adviser and Wilson Sonsini Goodrich & Rosati Professional Corp. as its legal counsel, requests a response to its proposal by 5:00 p.m. Pacific Daylight Time on June 19, 2012.

CY closed Monday's regular session down 5.03% at $12.46, while RMTR ended up 4.02% at $1.81.

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