Cypress Semiconductor Corp. (CY) said that it increased its offer to acquire Integrated Silicon Solution Inc. (ISSI) to $22.25 per share, while maintaining its previously outlined ticking fee of $0.10 per share per quarter beginning October 1, 2015.
Additionally, Cypress said it will put into escrow through its lawyers today a merger agreement pre-negotiated with ISSI and signed by its Chief Executive Officer to further demonstrate its sincerity and strong commitment to closing this transaction.
Cypress noted that its proposal is clearly superior to an Uphill proposal at the same price per share, given its inclusion of a ticking fee and its mitigation of regulatory risk.
Meanwhile, the Uphill Proposal is still plagued with significant governmental (CFIUS) timing and closing risks along with mandated Taiwan divestitures, Cypress said.
Last week, Integrated Silicon Solution announced it entered into a further amendment to the merger agreement with Uphill Investment Co. As a result, the merger consideration was further increased to $22.00 per share in cash, from the $21.00 per share.
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