Fairchild gets revised offer from Party G

30 Dec, 2015 9:26 am

NEW YORK – Fairchild Semiconductor International Inc said it received a revised offer from the Party G Group, with new terms on termination fees in the event that the deal fails to win regulatory approvals.

Party G Group has been identified by a source familiar with the matter as China Resources Microelectronics, a unit of China Resources Holdings. The price under the revised offer is unchanged from Party G’s prior offer of Dec. 8, at $21.70 a share in cash.

Fairchild’s board has accepted a $20 per share offer from ON Semiconductor Corp. Fairchild said Party G would now pay it a $200 million reverse breakup fee in case of failure to obtain the required regulatory approvals, $20 million more than ON Semiconductors’ termination fee.

Additionally, Fairchild said failure to get clearance from the Committee on Foreign Investment in the United States would trigger the payment of a $108 million reverse termination fee by Party G.

The company said Party G’s latest offer includes a $215 million reverse termination fee and committed financing from banks.

Fairchild also said Party G would pay Fairchild’s $72 million breakup fee owed to ON Semiconductor and reduce the due diligence period to two weeks from three weeks.

ON Semiconductor Corp and Fairchild could not be immediately reached for comment.

ON Semiconductor last month agreed to buy Fairchild Semiconductor for $2.4 billion to bolster its business of making power-management chips. -Reuters

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