MaxLinear To Acquire Exar Corp. - Quick Facts

(RTTNews) - MaxLinear, Inc. (MXL) and Exar Corp. (EXAR) announced a definitive agreement under which MaxLinear has agreed to acquire Exar for $13.00 per share in cash. The total value is approximately $700 million, or $472 million net of Exar's cash acquired. The acquisition will be conducted by means of a tender offer for all of the outstanding shares of common stock of Exar, followed by a second-step merger. MaxLinear has received support agreements from certain Exar stockholders, directors and management totaling approximately 20% of Exar's common shares outstanding.

Following consummation, the transaction is expected to be immediately accretive to MaxLinear's non-GAAP earnings per share and free cash flow. As a result of the combination, MaxLinear expects to realize annualized run-rate synergies of $15 million within 12 months of closing.

MaxLinear said it continues to expect calendar first quarter revenue to be in the range of $86 million to $90 million. Exar said the company continues to forecast fiscal fourth quarter revenue to be in the range of $27.2 million to $28.2 million.

MaxLinear said the acquisition significantly furthers its strategic goals of increasing revenue scale, diversifying revenues by end customers and addressable markets, and expanding its analog and mixed-signal footprint on existing tier-1 customer platforms.