Micrel's rights agreement extended to March 2010

By Lisa Kerner

Charlotte, N.C., March 24 - Micrel, Inc.'s board of directors extended the expiration date of the company's rights agreement to March 24, 2010 from March 24, 2009, according to a form 8-K filed with the Securities and Exchange Commission.

Shareholders will be asked to ratify the change at the 2009 annual meeting, Micrel said.

Micrel also announced it entered into a standstill agreement with Obrem Capital Offshore Master, LP and Obrem Capital (QP), LP on Thursday that restricts Obrem from taking certain actions, including financing or participating in any proxy solicitation in connection with any matter.

Obrem will vote its shares in favor of those nominees approved by Micrel's board and against any other nominees and against any proposal to remove the directors of the company as part of the agreement, the SEC filing said.

According to Micrel, the standstill agreement is contingent on the company's continuing efforts at improving operating margin, repurchasing shares and paying a dividend as cash allows, staffing its board of directors with qualified board members and having a board of six members with five independent directors.

The standstill agreement is set to end on the earlier of March 24, 2010, when Obrem ceases to beneficially own less than 5% of Micrel's then-outstanding common stock or when the company is acquired.

Micrel develops and manufactures high-performance analog power, mixed-signal and digital integrated circuits. The company is based in San Jose, Calif.

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