SHANGHAI, China, Dec. 4, 2013 (GLOBE NEWSWIRE) -- RDA Microelectronics (Nasdaq: RDA ) (" we " or the " Company "), a fabless semiconductor company that designs, develops and markets wireless systems-on-chip and radio-frequency (RF) semiconductors for cellular, connectivity and broadcast applications, today provided the following comments regarding certain recent media reports:
It has come to our attention that there are certain media reports containing inaccurate information on our announced merger transaction (the " Merger ") with Tsinghua Unigroup Ltd. (" Tsinghua Unigroup ") which may be misleading to investors. We are providing the following clarifications in view of potential misinformation, and to re-assure the investors that our board of directors (the " Board ") has been acting, and will continue to act, in the best interests of our shareholders as a whole:
- Before we entered into a definitive merger agreement (the " Merger Agreement ") with Tsinghua Unigroup on November 11, 2013, the Board conducted a robust, comprehensive and structured evaluation process of strategic alternatives. The Board considered a wide range of relevant factors, analysis and data points available, with a focus on the commercial terms and closing certainty of various available alternative. After such process, the Board determined that Tsinghua Unigroup's proposal was clearly the most favorable and certain offer among all the proposals that we had received and therefore selected Tsinghua Unigroup as the preferred buyer over other bidders, including Shanghai Pudong Science and Technology Investment Co., Ltd. (" PDSTI "), on November 8, 2013. The Board further approved unanimously the entry into the Merger Agreement with Tsinghua Unigroup on November 11, 2013.
- During the evaluation process, the Board informed all interested buyers that the Board would select the preferred buyer based on the commercial terms and the closing certainty of the received proposals. Until the Board approved the signing of the Merger Agreement with Tsinghua Unigroup, we had not entered into any definitive agreement with, or promised any signing schedule to, any person (including PDSTI) regarding a sale of the Company.
- We have been maintaining close discussions with Tsinghua Unigroup regarding the regulatory approvals required to complete the Merger, and have provided Tsinghua Unigroup with assistance and information in such regard in compliance with the Merger Agreement. We and Tsinghua Unigroup will continue to cooperate with each other in obtaining the relevant approvals that are required for the consummation of the Merger. We also understand from Tsinghua Unigroup that it is on track to obtain the preclearance of the Merger from the National Development and Reform Commission of China.
About RDA Microelectronics
RDA Microelectronics is a fabless semiconductor company that designs, develops and markets wireless system-on-chip and radio-frequency semiconductors for cellular, connectivity and broadcast applications. The Company's product portfolio currently includes baseband, radio-frequency front-end modules, power amplifiers, transceivers, Bluetooth system-on-chip, Wi-Fi, Bluetooth and FM combo chips, FM radio receivers, set-top box tuners, analog mobile television receivers, CMMB mobile television receivers, walkie-talkie transceivers and LNB satellite down converters. For additional information, please see the Company's website at http://www.rdamicro.com .
Forward-Looking Statements
This announcement contains forward-looking statements. These statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates" and similar statements. Any statements in this press release that are not historical facts are forward-looking statements that involve factors, risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements. Such factors and risks include the Company's anticipated growth strategies; its future results of operations and financial condition; impact of currency volatility in emerging markets; economic conditions in China; the regulatory environment in China; the Company's ability to attract customers and leverage its brand; trends and competition in the semiconductor industry; migration to new technology; the entry into baseband, new TV and display market and other factors and risks detailed in the Company's filings with the Securities and Exchange Commission. This press release also contains statements or projections that are based upon information available to the public, as well as other information from sources which the Company believes to be reliable but whose accuracy or completeness the Company cannot guarantee. The Company undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, unless required by applicable law.
Lily Dong, Chief Financial Officer RDA Microelectronics, Inc. +86-21-5027-1108 or Leanne Sievers, EVP Shelton Group Investor Relations 949-224-3874
