MediaTek Inc. Announces Tender Offer for MStar Semiconductor, Inc.

TAIWAN, Hsinchu – 22 June, 2012 – MediaTek Inc. (TSE:2454;MediaTek), a leading fabless semiconductor company for wireless communications and digital multimedia solutions, announced today that its Board of Directors has approved a tender offer to acquire shares of MStar Semiconductor, Inc. (TSE:3697;Mstar). The tender offer will be executed under “Regulations Governing Public Tender Offers for Securities of Public Companies”. Through this tender offer, MediaTek plans to acquire MStar shares for 0.794 MediaTek shares and NT$1 in cash per MStar share. MediaTek targets to purchase 212 million to 254 million MStar shares (40% to 48% of MStar’s outstanding shares) through this tender offer.

Upon the completion of the tender offer and subject to approvals from relevant authorities, MediaTek plans to conduct a follow-on merger with MStar and expects to complete the merger process in early 2013. This follow-on merger is also subject to approvals of the Board of Directors and shareholders of both companies.

Mr. MK Tsai, Chairman of MediaTek, commented, "MediaTek and MStar both possess competitive advantages in the fields of wireless communication and digital home. In light of the recent trends of industry consolidation, this transaction is expected to become a new milestone for the IC design industry. Upon completion of the merger, the two companies will utilize their respective strengths and leverage their resources to hone in our focus on developing new products and next generation technologies. Facing intense worldwide competition and fast-changing market dynamics, we believe that the combined company will be in a strong position to compete and will further elevate MediaTek’s global competitiveness."

Mr. Wayne Liang, Chairman of MStar, commented, "MStar and MediaTek both have track records of solid R&D capabilities and robust execution and demonstrate excellent performance in various product categories. After combining the two outstanding companies, we expect to see a more efficient allocation of both companies’ resources, which will allow for sustainable, long term growth. Furthermore, we hope this transaction will pave the way for industry consolidation which will enhance the global competitiveness of Asian IC design companies.”

Looking ahead, MediaTek will continue to pursue technological innovation and development. In addition, MediaTek expects to continue to strengthen the breadth and depth of its product portfolio in order to provide the best products and services to its customers and optimize shareholder value.

 

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About MediaTek

Since 1997, MediaTek has been a pioneering fabless semiconductor company and a market leader in cutting-edge systems-on-chip (SoC) for mobile devices, wireless networking, HDTV, DVD and Blu-ray. Our tightly-integrated, innovative chip designs help manufacturers optimize supply chains, reduce the development time of new products, and extend a competitive edge in crowded markets. Through MediaTek Labs, the company is also building a developer hub that will support device creation, application development, and services for the Internet of Things era. By building technologies that help connect individuals to the world around them, MediaTek is enabling people to expand their horizons and more easily achieve their goals. We believe anyone can achieve something amazing. And we believe they can do it every single day. We call this idea Everyday Genius and it drives everything we do. Visit mediatek.com for more information.