SAN JOSE, Calif., Jan 18, 2008 /PRNewswire-FirstCall via COMTEX News Network/ -- Zilog, Inc.
(Nasdaq: ZILG) today announced that it has received from Universal
Electronics, Inc. an unsolicited, non-binding and conditional proposal to
acquire the company. Zilog also announced that it has received a copy of the
Schedule 13D filed today by Riley Investment Management LLC disclosing the
unsolicited acquisition proposal.
Zilog's Board of Directors, consistent with its fiduciary duties, and in
consultation with its financial and legal advisors, will promptly and
carefully review and consider the UEI proposal and, following that review,
respond formally to UEI's proposal and advise Zilog's shareholders of the
Board's response. In connection with its review, the Board will also consider
alternative courses of action for the company, including continuing with the
implementation of the company's current business plan which is designed to
significantly enhance shareholder value.
Zilog emphasized that its Board of Directors is committed to pursuing the
course of action which it believes will maximize value for all shareholders
and to ensuring that this course of action will have no negative impact on our
level of customer service.
Zilog has retained LRG Capital Corporate Advisory Group, LLC as financial
advisor to Zilog and Skadden, Arps, Slate, Meagher & Flom LLP as legal counsel
to assist with its review of the UEI proposal.
About Zilog
Founded in 1974, Zilog is a global supplier of 8, 16 and 32-bit
microcontroller and microprocessor "system-on-a-chip" (SoC) solutions that
allow design engineers the freedom and creativity required for continued
innovation in embedded design. The company won international acclaim for
designing one of the first architectures in the microprocessors and
microcontrollers industry. Today, Zilog designs, develops and markets a broad
portfolio of devices for embedded control and communication applications used
in consumer electronics, home appliances, security systems, point of sales
terminals, personal computer peripherals, as well as industrial and automotive
applications. Zilog is headquartered in San Jose, California, and employs
approximately 500 people worldwide with sales offices throughout Asia, Europe
and North America. For more information about Zilog and its products, visit
the Company's website at: http://www.Zilog.com.
Zilog is a registered trademark of Zilog, Inc. in the United States and in
other countries. Other product and or service names mentioned herein may be
trademarks of the companies with which they are associated.
Forward-Looking Statements
This release contains forward-looking statements relating to expectations,
plans, prospects for Zilog, Inc. that are based upon the current expectations
and beliefs of Zilog's management and Board and are subject to certain risks
and uncertainties that could cause actual results to differ materially from
those described in the forward-looking statements. The unsolicited offer by
UEI may not result in a transaction that the Board would support or one that
would garner shareholder approval. Notwithstanding changes that may occur
with respect to matters relating to any forward-looking statements, Zilog does
not expect to, and disclaims any obligation to, update such statements. Zilog,
however, reserves the right to update such statements or any portion thereof
at any time for any reason.
For a detailed discussion of these and other cautionary statements, please
refer to the risk factors discussed in filings with the U.S. Securities and
Exchange Commission ("SEC"), including but not limited to the Company's
amended Annual Report on Form 10-K for the year ended March 31, 2007, and any
subsequently filed reports. All documents also are available through the SEC's
Electronic Data Gathering Analysis and Retrieval system (EDGAR) at
http://www.sec.gov or from Zilog 's Web site at http://www.Zilog.com.
Company Contact:
Thomas Ivey
650-470-4522
Media Contact:
Stewart Chalmers
818-681-3588
SOURCE Zilog, Inc.
http://www.zilog.com