Re INTC and CHPS, sounds like good news, or at least partial good news, with respect to getting on with the buyout of Chips and Technologies by Intel. Any of out lawyer brethren or sisters see anything different?
fast.quote.com
COPYRIGHT BusinessWire, Thursday, October 02, 1997 at 17:38
SANTA CLARA, Calif.--(BUSINESS WIRE)--Oct. 2, 1997--Intel
Corporation and Chips and Technologies, Inc., jointly announced today
that they have reached an agreement in principle to settle
shareholder class action litigation brought in the Delaware Court of
Chancery.
The Delaware litigation was filed against Chips and Technologies
on July 31, 1997, and was amended by the plaintiffs to include Intel
and a subsidiary on Sept. 19, 1997. The suit sought to halt the
consummation of the previously proposed acquisition of Chips and
Technologies by Intel.
The terms of the settlement agreement, which must still be
presented to and approved by the Delaware Court of Chancery at a
settlement hearing, call for Chips and Technologies to make an
additional disclosure in a Securities and Exchange Commission Filing
which will then be mailed to Chips shareholders.
The settlement also calls for Chips and Technologies and Intel to
amend their current Merger Agreement to extend to Nov. 30, 1997, the
date after which either Intel or Chips and Technologies may
unilaterally terminate the transaction if the tender offer has not
been consummated. The settlement also provides that, in the event
that Chips seeks to terminate the Merger Agreement due to an
unsolicited higher offer meeting the standards set forth in the
Merger Agreement, the maximum fee payable to Intel would be reduced
from $15 million to $7.5 million.
The settlement contains no agreement to pay plaintiffs' attorneys
fees. The plaintiffs have reserved the right to apply to the
Delaware Court of Chancery for a fee and expense award, and
defendants have reserved the right to oppose any such application.
The Merger Agreement between the parties provides that Chips may
not solicit other offers, but may, under certain conditions,
entertain negotiations with parties who make unsolicited superior
proposals to purchase Chips and Technologies.
Chips & Technologies is the world's number one supplier of flat
panel video graphics controllers and accelerators to the portable
computer market. Chips and Technologies can be reached on the
worldwide web at chips.com .
Intel, the world's largest chip maker, is also a leading
manufacturer of personal computer, networking and communications
products. Additional information is available at
www.intel.com/pressroom .
Note to Editors: Third party marks and brands are property of
their respective holders.
CONTACT: Intel Corporation
Chuck Mulloy, 408/765-3484
chuck_mulloy@ccm.sc.intel.com
or
Chips and Technologies
Tim Christoffersen, 408/434-0601 x2310 |
