飞思卡尔半导体投资者提醒：通过恩智浦半导体N．V停止收

jiangcansheng

Freescale Semiconductor Ltd (NYSE:FSL) Investor Alert: Lawsuit in Effort to Halt the Takeover by NXP Semiconductors N.V.


An investor, who currently holds shares of Freescale Semiconductor Ltd (NYSE:FSL), filed a lawsuit in effort to stop the proposed takeover of Freescale Semiconductor Ltd by NXP Semiconductors N.V.
The plaintiff alleges that the defendants breached their fiduciary duties owed to NYSE:FSL stockholders by agreeing to sell Freescale Semiconductor Ltd too cheaply via an unfair process to NXP Semiconductors N.V.
On March 2, 2015 NXP Semiconductors N.V. and Freescale Semiconductor, Ltd. (NYSE: FSL) announced that they have entered into an agreement under which NXP Semiconductors N.V. will merge with Freescale Semiconducto, Ltd. in a transaction which values the combined enterprise at just over $40 billion. Under the terms of the agreement, Freescale Semiconductor shareholders will receive $6.25 in cash and 0.3521 of an NXP Semiconductors N.V. ordinary share for each Freescale common share held at the close of the transaction. The transaction values Freescale at approximately $36.14 per share.
However, the plaintiff claims that the proposed consideration NYSE:FSL shareholders will receive is grossly inadequate and undervalues Freescale Semiconductor, Ltd. Indeed, at least one analyst has set the high target price for NYSE:FSL shares at $41.00 per share. Furthermore, Freescale Semiconductor Ltd reported that its annual Total Revenue rose from over $4.18 billion in 2013 to over $4.63 billion in 2014 and that its Net Loss of $208 million in 2013 turned into a Net Income of $251 million in 2014. Shares of Freescale Semiconductor Ltd (NYSE:FSL) grew from $11.52 per share in early 2013 to as high as $34.70 per share in February 2015. Additionally, the plaintiff claims that the process is also unfair to NYSE:FSL stockholders. The plaintiff says that the proposed buyout is the culmination of the concerted effort of a group of private equity investors that collectively own approximately 64 percent of the Freescale Semiconductor's common shares, whose representatives control the Freescale Semiconductor board of directors, and who have sought for some time to dispose of their investment.

xs19820727