PLX, IDT Combination Recommended to Be Blocked by FTC
PLX, IDT Combination Recommended to Be Blocked by FTC
SUNNYVALE, CA -- (Marketwire) -- 12/19/12 -- PLX Technology, Inc. (NASDAQ: PLXT), a leading global supplier of high-speed connectivity solutions enabling emerging data center architectures, today announced the Federal Trade Commission (FTC) has issued an administrative complaint seeking to block the proposed merger between PLX(R) and Integrated Device Technology (IDT) announced on April 30, 2012, and is authorized to pursue a preliminary injunction in federal district court or other relief necessary to stop the deal pending a full administrative trial.
"We are truly disappointed and strongly disagree with the complaint issued by the FTC as we believe the merger would accelerate innovation and decrease costs," said David Raun, interim president and CEO, PLX. "We are evaluating this move by the FTC and reviewing our options with IDT.
"During the long process with the FTC, PLX has streamlined the company to re-focus on its PCI Express leadership by divesting its unprofitable product lines, thereby dramatically reducing operating expenses. All significant remaining costs associated with these divested products lines will be eliminated by the end of the current quarter. With a dedicated group of employees, a proven product portfolio and roadmap, and strong customer relationships, PLX is well-positioned to return to profitability and positive cash flow in the coming quarters.
"Our results from continuing operations have been strong. Visit the PLX Website at www.plxtech.com/investors/sec_filings to see our report on Form 8-K filed on November 9, 2012 which reports our historical financial results of continuing operations and classifies the divested product lines as discontinued operations."
Safe Harbor Statement This press release includes forward-looking statements. These include statements regarding our anticipated expense reductions, and the company being profitable and cash flow positive. Such statements involve risks and uncertainties, which may cause actual results to differ materially from those set forth in the statements. Factors that could cause actual results to differ materially include risks and uncertainties, such as the reduced demand for products of electro nic equipment manufacturers that use PLX's products; adverse economic conditions in general or those specifically affecting PLX's markets; reduced backlog for PLX's customers and unexpected expenses; uncertainties as to the timing of the proposed transaction with IDT; the risk that the transaction will not close because of a failure to satisfy one or more of the offer closing conditions (including regulatory approvals); the risk that the announcement and pendency of the transaction may make it more difficult to establish or maintain relationships with employees, suppliers and other business partners and the risk that PLX's business will have been adversely impacted during the pendency of the transaction. Please also refer to the documents filed by PLX with the SEC from time to time, including, but not limited to, the Annual Report on Form 10 K for the year ended December 31, 2011, and PLX's quarterly reports on Forms10-Q, which identify important risk factors that could cause actual results to differ from those contained in the forward-looking statements. All forward-looking statements are made as of today, and the company assumes no obligation to update such statements.
Additional Information This press release is for informational purposes only and shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Any offer with respect to the acquisition of PLX will only be made through the prospectus, which is part of the registration statement on Form S-4, which contains an offer to purchase, form of letter of transmittal and other documents relating to the exchange offer, as well as the Tender Offer Statement on Schedule TO (collectively, and as amended and supplemented from time to time, the "Exchange Offer Materials"), each initially filed with the U.S. Securities and Exchange Commission (the "SEC") by Integrated Device Technology, Inc. ("IDT") on May 22, 2012. The registration statement has not yet become effective. In addition, PLX filed with the SEC on May 22, 2012, a solicitation/recommendation statement on Schedule 14D-9 (as amended and supplemented from time to time, the "Schedule 14D-9") with respect to the exchange offer. Investors and security holders are urged to carefully read these documents and the other documents relating to the transactions because these documents contain important information relating to the exchange offer and related transactions. Investors and security holders may obtain a free copy of these documents, as filed with the SEC, and other annual, quarterly and special reports and other information filed with the SEC by IDT or PLX, at the SEC's website at www.sec.gov. In addition, such materials will be available from IDT or PLX, or by calling Innisfree M&A Incorporated, the information agent for the exchange offer, toll-free at (877) 456-3463 (banks and brokers may call collect at (212) 750-5833).
Investor Relations Contact: Leslie Green Green Communications Consulting, LLC (for PLX) Tel: (650) 312-9060 firstname.lastname@example.org
Company Contact: Arthur Whipple CFO PLX Technology, Inc. Tel: (408) 774-9060 email@example.com