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Zoran shareholders approve CSR merger
8/30/2011 6:55 PM EDT
SAN FRANCISCO—U.K.-based wireless chip supplier CSR plc is expected to complete the acquisition of imaging and video chip vendor Zoran Corp. Wednesday (Aug. 31) following approval of the deal by Zoran shareholders, the company said Tuesday.
Trading of Zoran's common stock will be halted on the Nasdaq market prior to the market opening Wednesday, Zoran said.
In accordance with the terms of the merger agreement, Zoran stockholders will receive $6.26 in cash and 0.589 ordinary shares of CSR in the form of American Depositary Shares for each share of Zoran common stock held, Zoran (Sunnyvale, Calif.) said.
The total value of the deal is roughly $484 million. CSR originally agreed to pay about $679 million in cash and stock to acquire Zoran, but decreased the value of its offer in June in the face of Zoran's falling earnings.
Zoran said it received a tax ruling from the Israeli Tax Authority with respect to the application of Israeli tax withholding to the merger consideration payable to Zoran stockholders. In general, Zoran stockholders that hold 5 percent or less of Zoran's outstanding shares as of the closing of the merger and are residents for tax purposes of the U.S. or other countries that have a tax treaty with Israel will be exempt from Israeli tax withholding if they make the certifications and in some cases submit documentation required by the ruling, Zoran said.
Trading of Zoran's common stock will be halted on the Nasdaq market prior to the market opening Wednesday, Zoran said.
In accordance with the terms of the merger agreement, Zoran stockholders will receive $6.26 in cash and 0.589 ordinary shares of CSR in the form of American Depositary Shares for each share of Zoran common stock held, Zoran (Sunnyvale, Calif.) said.
The total value of the deal is roughly $484 million. CSR originally agreed to pay about $679 million in cash and stock to acquire Zoran, but decreased the value of its offer in June in the face of Zoran's falling earnings.
Zoran said it received a tax ruling from the Israeli Tax Authority with respect to the application of Israeli tax withholding to the merger consideration payable to Zoran stockholders. In general, Zoran stockholders that hold 5 percent or less of Zoran's outstanding shares as of the closing of the merger and are residents for tax purposes of the U.S. or other countries that have a tax treaty with Israel will be exempt from Israeli tax withholding if they make the certifications and in some cases submit documentation required by the ruling, Zoran said.
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