SANTA CLARA, Calif.,
July 24, 2015 /PRNewswire/ -- OmniVision Technologies,
Inc. (Nasdaq: OVTI) ("OmniVision"), a leading developer of advanced
digital imaging solutions, announced that its stockholders approved
the adoption of the Agreement and Plan of Merger, dated as of
April 30, 2015, by and among OmniVision, Seagull International
Limited and Seagull Acquisition Corporation, as it may be amended
from time to time (the "Merger Agreement"), at its special meeting
of stockholders held on July 23, 2015. Seagull International
Limited and Seagull Acquisition Corporation are affiliates of a
consortium composed of Hua Capital Management Co., Ltd., CITIC
Capital Holdings Limited and GoldStone Investment Co., Ltd.
Based on the tabulation of the stockholder vote, approximately
97.1% of the total votes cast, which represents approximately
64.6% of the total shares outstanding as of the June 9,
2015 record date for the special meeting, were voted in favor of
the adoption of the Merger Agreement.
Under the terms of the Merger Agreement, stockholders of
OmniVision will receive $29.75 per share in cash, or a total of
approximately $1.9 billion. The
transaction, which is expected to close in the third or fourth
fiscal quarter of fiscal year 2016, is subject to regulatory
approvals, including antitrust review in the U.S. and the People's Republic of China, review and
clearance by the Committee on Foreign Investment in the U.S.,
clearance or approval under applicable Taiwan law, and other customary closing
conditions. In order to obtain clearance or approval under
applicable Taiwan law, OmniVision
will divest certain of its investments in Taiwan, including certain of its interests in
a joint venture.
Stockholders of OmniVision also approved, by non-binding,
advisory vote, the payment of compensation that will or may become
payable by OmniVision to its named executive officers in connection
with the transaction.
About OmniVision
OmniVision Technologies, Inc. is a leading developer of advanced
digital imaging solutions. Its CameraChip™ and CameraCubeChip™
products are highly integrated, single-chip CMOS image sensors for
consumer and commercial applications, including mobile phones,
tablets and entertainment devices, notebooks and webcams, security
and surveillance systems, digital still and video cameras,
automotive and medical imaging systems. Additional information is
available at www.ovt.com.
Forward-Looking Statements
The matters discussed herein, including in any exhibits hereto, may
contain forward-looking statements that are subject to risks and
uncertainties. You can typically identify forward-looking
statements by the use of forward-looking words, such as "may,"
"should," "could," "project," "believe," "anticipate," "expect,"
"estimate," "continue," "potential," "plan," "forecast" and other
words of similar import. Stockholders are cautioned that any
forward-looking statements are not guarantees of future performance
and may involve significant risks and uncertainties, and that
actual results may vary materially from those in the
forward-looking statements. These risks and uncertainties could
cause such forward-looking statements and OmniVision's actual
results to differ materially. In evaluating these forward-looking
statements, you should specifically consider various factors,
including the factors listed in the "Risk Factors" section of
OmniVision's Annual Report on Form 10-K for the fiscal year ended
April 30, 2015 and its most recent quarterly reports filed on
Form 10-Q. These factors may cause OmniVision's results to differ
materially from any forward-looking statement. Forward-looking
statements are only predictions and actual events or results may
differ materially. OmniVision disclaims any obligation to update
information contained in any forward-looking statement.
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SOURCE OmniVision Technologies, Inc.