DECEMBER 4, 2006 -- Freescale Semiconductor (search for Freescale) announced Friday the completion of the merger of the company with an entity controlled by a consortium of private equity funds led by The Blackstone Group and including The Carlyle Group, funds advised by Permira Advisers LLC and Texas Pacific Group.
Freescale stock ceased to trade on the New York Stock Exchange at market close Friday and has been delisted. Under the terms of the merger agreement entered into on September 15, 2006 and adopted by Freescale's stockholders at a special meeting on November 13, 2006, Freescale stockholders are entitled to receive $40 in cash for each share of Freescale common stock that they hold.
In addition, on December 1, 2006, Freescale completed its previously announced tender offers and consent solicitations for its outstanding $350,000,000 aggregate principal amount of 6.875% senior notes due 2011 and its outstanding $500,000,000 aggregate principal amount of 7.125% senior notes due 2014, pursuant to its Offer to Purchase and Consent Solicitation Statement, dated October 23, 2006. The tender offers expired at 5:00 p.m. prevailing Eastern time on November 29, 2006.
On December 1, 2006, Freescale accepted for payment all validly tendered Notes, consisting of $349,889,000 in aggregate principal amount of the 2011 Notes, representing approximately 99.97% of the outstanding 2011 Notes, and $499,935,000 in aggregate principal amount of the 2014 Notes, representing 99.99% of the outstanding 2014 Notes. Upon acceptance, the supplemental indenture executed in connection with the consent solicitations became operative.
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