- Analog Devices expects to close the acquisition on March 10, 2017
- Analog Devices’ fiscal second quarter 2017 revenue and earnings per share expected to be between the mid-point and high end of guidance
- Analog Devices’ Chief Financial Officer to leave company to pursue new opportunity; company appoints interim CFO
NORWOOD, Mass. — (BUSINESS WIRE) — March 6, 2017 — Analog Devices, Inc. (NASDAQ: ADI) today announced that it has received regulatory approval from the Ministry of Commerce (“MOFCOM”) of China to complete its acquisition of Linear Technology Corporation. MOFCOM clearance was the final required regulatory approval, and the parties expect to complete the acquisition on March 10, 2017.
“As we clear this final regulatory hurdle and prepare to close this transaction, we are well positioned to begin integrating Analog Devices and Linear Technology,” said Vincent Roche, ADI President and Chief Executive Officer. “Since the transaction announcement in July, our two organizations have been intensively planning and preparing to move quickly to a united operation upon close. As we now turn to that integration, we are excited about creating additional value for our customers, employees and shareholders.”
In connection with the closing, Linear Technology stockholders will receive $46.00 in cash and 0.2321 of a share of Analog Devices common stock per share of Linear Technology common stock. Following the closing, Linear Technology shares will be delisted from trading on the NASDAQ Global Select Market.
Updated Outlook for Second Quarter of Fiscal 2017
Analog Devices also revised its financial guidance for its second fiscal quarter of 2017. The Company now expects revenue and earnings per share to be between the mid-point and high end of guidance.
Departure of Chief Financial Officer and Appointment of Interim Chief Financial Officer
The Company has also announced that it has accepted the resignation of its Chief Financial Officer, David Zinsner, effective March 17, 2017. Mr. Zinsner will be leaving ADI to pursue a new role as president of a venture-backed technology company in the Boston area. Effective March 18, 2017, Eileen Wynne, Analog Devices’ Vice President and Chief Accounting Officer, will assume the role of interim CFO until a permanent successor to Mr. Zinsner is named. The Company has commenced a search for a new CFO.
Mr. Roche commented, “I would like to thank Dave for his valuable contributions to ADI since he joined 8 years ago. His commitment, achievements, and professionalism were exemplary throughout his time with the Company, and we wish him every success in his future endeavor. We have a deep bench of finance talent at ADI, and I am confident that Eileen Wynne, our long-time Chief Accounting Officer, will do an excellent job in this interim period.”
Mr. Roche added, “In addition, I am very excited about the possibilities for the Company after we combine with Linear Technology Corporation. Our integration planning, which Dave had overseen, is largely complete. We now shift into the execution phase of our integration efforts, and as planned, our combined management team will spearhead the critical work to combine our two companies.”
About Analog Devices
Analog Devices designs and manufactures semiconductor products and solutions. We enable our customers to interpret the world around us by intelligently bridging the physical and digital with unmatched technologies that sense, measure and connect. Visit http://www.analog.com.
Forward Looking Statements
This press release contains forward-looking statements, which address a
variety of subjects including, for example, our statements regarding
expected revenue and earnings per share, the expected benefits and
synergies of the acquisition of Linear Technology and the expected
timing to close the transaction. Statements that are not historical
facts, including statements about our beliefs, plans and expectations,
are forward-looking statements. Such statements are based on our current
expectations and are subject to a number of factors and uncertainties,
which could cause actual results to differ materially from those
described in the forward-looking statements. The following important
factors and uncertainties, among others, could cause actual results to
differ materially from those described in these forward-looking
statements: any faltering in global economic conditions or the stability
of credit and financial markets, erosion of consumer confidence and
declines in customer spending, unavailability of raw materials,
services, supplies or manufacturing capacity, changes in geographic,
product or customer mix, the ability to satisfy the conditions to
closing of the proposed transaction with Linear Technology, on the
expected timing or at all; the occurrence of any event that could give
rise to the termination of the merger agreement with Linear Technology;
the risk of stockholder litigation relating to the proposed transaction,
including resulting expense or delay; higher than expected or unexpected
costs associated with or relating to the transaction; the risk that
expected benefits, synergies and growth prospects of the transaction may
not be achieved in a timely manner, or at all; the risk that Linear
Technology's business may not be successfully integrated with Analog
Devices' following the closing; the risk that Analog Devices and Linear
Technology will be unable to retain and hire key personnel; and the risk
that disruption from the transaction may adversely affect Linear
Technology's or Analog Devices' business and relationships with their
customers, suppliers or employees. For additional information about
factors that could cause actual results to differ materially from those
described in the forward-looking statements, please refer to Analog
Devices' filings with the Securities and Exchange Commission ("SEC"),
including the risk factors contained in Analog Devices' most recent
Quarterly Report on Form 10-Q and Annual Report on Form 10-K.
Forward-looking statements represent management's current expectations
and are inherently uncertain. Except as required by law, Analog Devices
does not undertake any obligation to update forward-looking statements
made by Analog Devices to reflect subsequent events or circumstances.
