By Lisa Kerner
Charlotte, N.C., Nov. 13 - Silicon Storage Technology, Inc. agreed to be acquired Technology Resource Holdings, Inc., a Prophet Equity LP-controlled entity, and members of Silicon Storage's management team, it was announced on Friday.
Prophet Equity will acquire all of the outstanding common stock of the company for $2.10 per share, except for shares held by Silicon Storage chairman and chief executive officer Bing Yeh and executive vice president and chief operating officer Yaw Wen Hu.
Yeh and Hu will exchange all of their Silicon Storage shares for shares of capital stock of the resulting privately held company, a Silicon Storage news release said.
Silicon Storage's board of directors approved the agreement upon the recommendation of the special committee and will recommend shareholders approve the deal.
The merger agreement includes a 45-day go-shop period and termination rights for both parties including payment of a $7.05 million termination fee, according to a form 8-K filed with the Securities and Exchange Commission.
"We believe the added flexibility of being a private company will help us to focus on delivering innovative memory and non-memory solutions to our customers and supporting their needs with the highest levels of service that they have come to expect," Yeh said in the release.
The transaction is expected to close in the second quarter of 2010 subject to regulatory and shareholder approval.
Silicon Storage, based in Sunnyvale, Calif., provides flash memory semiconductor devices for the digital consumer, networking, wireless communications and internet computing markets.
| Acquirer: | Technology Resource Holdings, Inc.
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| Target: | Silicon Storage Technology, Inc.
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| Announcement date: | Nov. 13
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| Price per share: | $2.10
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| Termination fee: | $7.05 million
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| Expected closing: | Second quarter of 2010
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| Stock price for target: | Nasdaq: SSTI: $1.86 on Nov. 12
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