On April 29, 2013, the Company announced the execution of a stock purchase agreement with Fujitsu Semiconductor Limited (FSL) to acquire FSL’s business of designing, developing, marketing and selling analog semiconductor and microcontroller products. Pursuant to the stock purchase agreement, the Company will acquire certain subsidiaries and assets, including approximately 1,200 patents, and assume certain liabilities of FSL. The purchase price for the business is approximately $110 million. The purchase price is denominated in currencies other than the US Dollar and the Company has entered into an economic hedge to mitigate the impact of foreign currency fluctuations on the purchase price.

In addition, the Company and FSL have agreed as a condition precedent to closing of the transaction to negotiate an agreement to purchase existing inventory for approximately $65 million, subject to adjustment depending on the valuation and volume of inventory available at the time of closing.

The Company expects that the transaction will close between July and September of fiscal 2013. Approximately 1,100 employees of FSL, who are primarily engaged in this business are intended to be transferred to the Company on or after closing. Consummation of the transaction will be subject to the satisfaction of customary closing conditions, including the absence of a material adverse effect on the business to be acquired, the absence of legal actions relating to the transaction, the accuracy of representations and warranties made by both parties, the receipt of certain regulatory and other consents and the execution of ancillary agreements.