Microsemi Successfully Completes Acquisition of Vitesse


ALISO VIEJO and CAMARILLO, Calif. – Microsemi Corporation (Nasdaq: MSCC) ("Microsemi"), a leading provider of semiconductor solutions differentiated by power, security, reliability and performance, and Vitesse Semiconductor Corporation (Nasdaq: VTSS) ("Vitesse") jointly announced today that Microsemi's wholly-owned subsidiary LLIU100 Acquisition Corp. successfully merged into Vitesse, completing Microsemi's acquisition of Vitesse under Section 251(h) of the General Corporation Law of the State of Delaware (the "DGCL"), with no vote of Vitesse's stockholders required to consummate the merger.



At the effective time of the merger, each outstanding share of Vitesse (other than shares directly owned by Vitesse and its subsidiaries, Microsemi or LLIU100 Acquisition Corp. and shares held by stockholders that are entitled to and properly demand appraisal of such shares under Delaware law) was converted into the right to receive $5.28 per share in cash, without interest and less any applicable withholding taxes, the same price that was paid in the tender offer. Following the merger, Vitesse shares will cease to be traded on Nasdaq.



Headquartered in Camarillo, California, Vitesse designs a diverse portfolio of high-performance semiconductors, application software, and integrated turnkey systems solutions for carrier, enterprise and Internet of Things (IoT) networks worldwide. Vitesse's products enable the fastest-growing network infrastructure markets including mobile access/IP edge, enterprise cloud access, and industrial IoT networking.



Microsemi continues to expect the acquisition of Vitesse will be accretive in its first full quarter, ended Sept. 27, 2015. Further, Microsemi sees approximately $20 million of cost savings-related synergies on an annual basis, driving $0.16-$0.20 of EPS accretion in its first full fiscal year ending Sept. 30, 2016.



About Microsemi



Microsemi Corporation (Nasdaq: MSCC) offers a comprehensive portfolio of semiconductor and system solutions for communications, defense security, aerospace and industrial markets. Products include high-performance and radiation-hardened analog mixed-signal integrated circuits, FPGAs, SoCs and ASICs; power management products; timing and synchronization devices and precise time solutions, setting the world's standard for time; voice processing devices; RF solutions; discrete components; security technologies and scalable anti-tamper products; Power-over-Ethernet ICs and midspans; as well as custom design capabilities and services. Microsemi is headquartered in Aliso Viejo, Calif., and has approximately 3,400 employees globally. Learn more at www.microsemi.com.



About Vitesse



Vitesse (Nasdaq: VTSS) designs a diverse portfolio of high-performance semiconductors, application software, and integrated turnkey systems solutions for Carrier, Enterprise and Internet of Things (IoT) networks worldwide. Vitesse products enable the fastest-growing network infrastructure markets including Mobile Access/IP Edge, Cloud Access and Industrial-IoT Networking. Visit www.vitesse.com



SOURCE Microsemi Corporation; Vitesse Semiconductor Corporation



CONTACT:



MICROSEMI FINANCIAL CONTACT: John W. Hohener, Executive Vice President and CFO, Phone: (949) 380-6100;



MICROSEMI INVESTOR CONTACT: Robert C. Adams, Vice President of Corporate Development, Phone: (949) 380-6100;



VITESSE CONTACT: Michelle Lozada, Phone: (805) 388-3700, Email: invest@vitesse.com  



Web Site: http://www.microsemi.com

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