Acquisition by Cirrus Logic Inc.8 Aug 2014 19:47
Satisfaction of Regulatory Condition, suspension of Wolfson Shares and update to Acquisition timetable
Wolfson Microelectronics plc ("Wolfson") is pleased to announce that, in connection with the proposed acquisition by Cirrus Logic, Inc. of the entire issued and to be issued share capital of Wolfson contained in the circular to Wolfson Shareholders dated 22 May 2014, the regulatory condition set out in Condition (b)(i) of Part A of Part Four of the Scheme Circular has been satisfied.
Completion of the Acquisition remains subject to the satisfaction (or, where applicable, waiver) of the other Conditions set out in the Scheme Circular, including the Court sanctioning the Scheme at the Sanction Hearing and confirming the Reduction of Capital at the Reduction Hearing.
Wolfson also confirms that a request will be made to the London Stock Exchange for the suspension of trading in Wolfson Shares on the main market for listed securities with effect from 5.00 p.m. on 20 August 2014.
The Sanction Hearing is scheduled to take place on 19 August 2014 and the Reduction Hearing is scheduled to take place on 21 August 2014. Accordingly, it is anticipated that, subject to sanction of the Scheme by the Court and the associated Re-registration and Reduction of Capital being authorised by the Court and registered with the Registrar of Companies, the Scheme will become effective on 21 August 2014. Subject to the Scheme becoming so effective, it is expected that Wolfson Shares will be de-listed from the premium listing segment of the Official List of the UK Listing Authority and the admission to trading of Wolfson Shares on the London Stock Exchange's main market for listed securities will be cancelled with effect from 8.00 a.m. on 26 August 2014.
Terms and expressions in this announcement shall, unless the context otherwise requires, have the same meanings as given to them in the Scheme Circular.