Acquisition to create a global leader in the power semiconductor market
ON Semiconductor Corporation (Nasdaq: ON) (“ON Semiconductor”) announced that it has extended its previously announced tender offer to purchase all of the outstanding shares of common stock of Fairchild Semiconductor International Inc. (Nasdaq: FCS) (“Fairchild”) for $20.00 per share in cash (the “Offer”). The Offer will now expire one minute following 11:59 p.m., New York City time, on January 20, 2016, unless further extended. All other terms and conditions of the Offer remain unchanged. Computershare Trust Company, N.A., the depositary for the Offer, has advised ON Semiconductor that as of the close of business, New York City time on January 5, 2016, approximately 12,712,487 shares of common stock of Fairchild (not including 198,047 shares tendered by notice of guaranteed delivery for which shares have not yet been delivered) have been validly tendered and not properly withdrawn pursuant to the Offer, representing approximately 11.2% of the outstanding shares of common stock of Fairchild. The completion of the Offer remains subject to certain customary terms and conditions set forth in the Offer to Purchase, dated December 4, 2015, as amended (the “Offer to Purchase”), and other related materials by which the Offer is being made. The Offer has been extended to allow additional time for the satisfaction of the conditions of the Offer set forth in the merger agreement entered into on November 18, 2015 between ON Semiconductor and Fairchild.
