iStatus: Upcoming/New Filing
Acquirer: Siemens Industry, Inc. (U.S.); Siemens AG (Germany)
Acquired: Mentor Graphics Corporation (U.S.)
Value: US$4.5 Billion
Industry: Integrated Circuits; Electronic Engineering
On November 12, 2016, Mentor Graphics Corporation, an Oregon corporation, Siemens Industry, Inc., a Delaware corporation and subsidiary of German based Siemens AG, entered into an Agreement and Plan of Merger pursuant to which Mentor Graphics will merger into a subsidiary of Siemens Industry and survive as a wholly-owned subsidiary of Siemens Industry, “for $37.25 per share in cash, which represents an enterprise value of $4.5 billion.” (Mentor Graphics and Siemens AG Press Release, Form 8-K, Ex-99.1, Nov. 14, 2016, SEC Filing; See Mentor Graphics Form 8-K, Nov. 14, 2016, SEC Filing.) “Mentor is viewed as a global leader in strategic industry segments including IC design, test and manufacturing; electronic systems design and analysis; and emerging markets including automotive electronics.” (Mentor Graphics and Siemens AG Press Release, Form 8-K, Ex-99.1, Nov. 14, 2016, SEC Filing.) A Committee on Foreign Investment in the United States (CFIUS) clearance is a condition to the merger and the parties agreed to submit a joint voluntary notice to CFIUS “as promptly as reasonably practicable” following execution of the agreement. (Agreement and Plan of Merger, Sections 9.01(d), 8.01(b); Form 8-K, Ex-2.1; Nov. 14 ,2016, SEC Filing.)
