To: 24601 who wrote (2390 ) 5/28/1998 10:05:00 AM From: Klingerg Read Replies (1) | Respond to of 11417
RE: Intel Connection... From 2/28/97 10K for SMSC. Nice call 24601. I'm impressed! 10. SUBSEQUENT EVENT In March 1997, the Company and Intel Corporation (Intel) entered into a Common Stock and Warrant Purchase Agreement (the Agreement) whereby Intel acquired approximately 1,543,000 of newly-issued shares of the Company's common stock for $9.50 per share, or approximately $14,654,000, and received a three-year warrant to purchase an additional 1,543,000 shares at a price per share which increases from $10.45, to $11.40, and then to $12.35 on March 18, 1997, 1998 and 1999, respectively. In addition, the Company and Intel have signed a Letter of Intent to enter into, and are currently negotiating, an agreement whereby (i) Intel would agree to integrate the Company's current and future devices into a specified number of Intel's motherboard designs, and consider integrating such devices into additional motherboard designs, and (ii) the Company would grant Intel certain manufacturing rights should the Company be unable to perform its obligations as a supplier of such devices. The Agreement provides Intel with certain rights, including a right of first refusal upon certain proposed sales of common stock by the Company, demand and other registration rights with respect to the shares acquired under the Agreement, a right for Intel to designate a representative to serve on the Company's board of directors, and anti-dilution rights. The Agreement also imposes certain restrictions on Intel, including a limitation on Intel's ability to acquire additional shares of the Company's common stock (referred to as a standstill arrangement), and restrictions on the transfer of shares acquired pursuant to the Agreement. The standstill arrangement would terminate in the event of certain third-party tender offers for the Company's common stock.