全球領先的半導體解決方案供應商瑞薩電子株式會社（TSE：6723）與包括傳感器、互聯和無線電源在內的模擬混合信號產品領先供應商Integrated Device Technology, Inc. (“IDT”, NASDAQ: IDTI) 今天宣布，兩家公司分別于太平洋夏季時間2019年3月22日和日本標準時間2019年3月23日收到美國外資投資委員會（CFIUS）的通知。通知稱對兩家公司擬議的并購交易調查已經完成，該交易不存在懸而未決的國家安全相關問題。
CFIUS審批是完成該交易所需的最后一項監管審批。此前，該交易已經獲得了中國、德國、匈牙利、韓國和美國的反壟斷機構的反壟斷審批。 IDT股東此前已投票通過了合并協議，并在2019年1月15日舉行的股東特別會議上批準了該交易。
目前所有必須的收購監管批準都已收到，根據慣例成交條件，交易預計將于太平洋夏季時間2019年3月29日，日本標準時間2019年3月30日完成。
關于瑞薩電子株式會社
瑞薩電子株式會社 (TSE: 6723) ，為客戶提供可靠的創新嵌入式設計和完整的半導體解決方案，旨在通過使用其產品的數十億聯網智能設備安全可靠地改善人們的工作和生活方式。作為全球領先的微控制器供應商、模擬功率器件和SoC產品的領導者，瑞薩電子為汽車、工業、家用電子產品（HE）、辦公自動化（OA）、信息通信技術（ICT）等各種應用提供專業的技術支持、品質保證和綜合的解決方案，期待與您攜手共創無限未來。更多信息，敬請訪問 renesas.com。
關于IDT
Integrated Device Technology, Inc. (NASDAQ: IDTI) 致力于通過開發系統級解決方案優化客戶的應用。 IDT在射頻、高性能定時、存儲器接口、實時互聯、光互聯、無線電源和智能傳感器等領域擁有市場領先的產品，組成了廣泛、完整的混合信號解決方案，用于通信、計算、消費、汽車和工業領域。 IDT總部位于美國加利福尼亞州圣何塞，在全球設有設計、制造、銷售機構和分銷合作伙伴。更多信息，敬請訪問www.IDT.com。 也可在Facebook, LinkedIn, Twitter,和YouTube上關注IDT。
Additional Information and Where to Find It
This communication is being made in respect of the proposed transaction involving IDT and Renesas. In connection with the proposed transaction, IDT plans to file with the Securities and Exchange Commission (“SEC”) and mail or otherwise provide to its stockholders a proxy statement regarding the proposed transaction. IDT may also file other documents with the SEC regarding the proposed transaction. This communication is not a substitute for the proxy statement or any other document that may be filed by IDT with the SEC. BEFORE MAKING ANY VOTING DECISION, IDT’S STOCKHOLDERS ARE URGED TO READ THE PROXY STATEMENT IN ITS ENTIRETY WHEN IT BECOMES AVAILABLE AND ANY OTHER DOCUMENTS FILED BY IDT WITH THE SEC IN CONNECTION WITH THE PROPOSED TRANSACTION OR INCORPORATED BY REFERENCE THEREIN BEFORE MAKING ANY VOTING OR INVESTMENT DECISION WITH RESPECT TO THE PROPOSED TRANSACTION BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION AND THE PARTIES TO THE PROPOSED TRANSACTION. Investors and stockholders may obtain a free copy of the proxy statement and other documents IDT files with the SEC (when available) through the website maintained by the SEC at www.sec.gov. IDT makes available free of charge at www.idt.com (in the “Investors” section), copies of materials it files with, or furnishes to, the SEC.
Participants in the Solicitation
IDT and its directors, executive officers and certain employees and other persons may be deemed to be participants in the solicitation of proxies from IDT’s stockholders in connection with the proposed transaction. Security holders may obtain information regarding the names, affiliations and interests of IDT’s directors and executive officers in IDT’s Annual Report on Form 10-K for the fiscal year ended April 1, 2018, which was filed with the SEC on May 18, 2018, and its definitive proxy statement for the 2018 annual meeting of stockholders, which was filed with the SEC on July 30, 2018. Additional information regarding the interests of such individuals in the proposed transaction will be included in the proxy statement relating to the proposed transaction when it is filed with the SEC. These documents (when available) may be obtained free of charge from the SEC’s website at www.sec.gov and IDT’s website at www.idt.com
Cautionary Statement Regarding Forward-Looking Statements
This communication contains certain information which may constitute forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These statements relate to future events that are based on current expectations, estimates, forecasts and projections. These statements are subject to risks and uncertainties that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. All statements other than statements of historical fact or relating to present facts or current conditions included in this communication are forward-looking statements. Such forward-looking statements include, among others, IDT’s current expectations and projections relating to its financial condition, results of operations, plans, objectives, future performance and business. Forward-looking statements can usually be identified by the use of terminology such as “anticipate,” “believe,” “could,” “continue,” “estimate,” “expect,” “goals,” “intend,” “likely,” “may,” “might,” “plan,” “project,” “seek,” “should,” “target,” “will,” “would,” and variations of such words and similar expressions.
Those risks, uncertainties and assumptions include, (i) the risk that the proposed transaction may not be completed in a timely manner or at all, which may adversely affect IDT’s business and the price of the common stock of IDT, (ii) the failure to satisfy any of the conditions to the consummation of the proposed transaction, including the adoption of the merger agreement by the stockholders of IDT and the receipt of certain governmental and regulatory approvals, (iii) the occurrence of any event, change or other circumstance that could give rise to the termination of the merger agreement, (iv) the effect of the announcement or pendency of the proposed transaction on IDT’s business relationships, operating results and business generally, (v) risks that the proposed transaction disrupts current plans and operations and the potential difficulties in employee retention as a result of the proposed transaction, (vi) risks related to diverting management’s attention from IDT’s ongoing business operations (vii) the outcome of any legal proceedings that may be instituted against us related to the merger agreement or the proposed transaction; (viii) unexpected costs, charges or expenses resulting from the proposed transaction; and (ix) other risks described in IDT’s filings with the SEC, such as its Quarterly Reports on Form 10-Q and Annual Reports on Form 10-K.
Any forward-looking statement made in this communication speaks only as of the date on which it is made. You should not put undue reliance on any forward-looking statements. IDT undertakes no obligation, and expressly disclaims any obligation, to update, alter or otherwise revise any forward-looking statement, whether written or oral, that may be made from time to time, whether as a result of new information, future developments or otherwise, except as may be required by law. If we do update one or more forward-looking statements, no inference should be drawn that we will make additional updates with respect to those or other forward-looking statements.