Microsemi Corp. (MSCC) said it has increased its proposal to acquire PMC-Sierra, Inc. (PMCS) in a cash and stock transaction, noting that the offer delivers better price, certainty and timing than an alternative scenario.
Under the terms of Microsemi's proposal, PMC shareholders would receive $9.22 in cash and 0.0771 of a share of Microsemi common stock for each share of PMC common stock.
The implied enterprise value is $2.3 billion, net of PMC's net cash balance as of September 27, 2015. Based on the closing stock price of Microsemi on November 17, 2015, the transaction is valued at $12.05 per PMC share.
Microsemi expects the revised proposal to be immediately accretive to its adjusted earnings per share and free cash flow. The company anticipates achieving more than $100 million in annual cost synergies, with greater than $75 million of those to be realized in the first full quarter of combined operations.
Microsemi estimates about $0.60 of adjusted earnings per share accretion in the first full year after closing the transaction.
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