Zoran Corporation to Mail Definitive Proxy Materials
01 8월 2011 - 10:00PM
Marketwired
Zoran Corporation (NASDAQ: ZRAN), a leading provider of digital
solutions for applications in the digital entertainment and digital
imaging markets, today announced that it has filed with the
Securities and Exchange Commission, and will commence mailing of,
definitive proxy materials in connection with the proposed merger
with CSR plc (LSE: CSR) ("CSR"). As previously announced on June
17, 2011, Zoran and CSR entered into an Amended and Restated
Agreement and Plan of Merger under which Zoran stockholders will
receive US$6.26 in cash and 0.589 ordinary shares of CSR in the
form of American Depositary Shares (an "ADS," with each ADS
representing four ordinary shares) for each share of Zoran common
stock held.
A special meeting of stockholders of Zoran Corporation to vote
upon the proposed merger has been scheduled for Tuesday, August 30,
2011 at 10:00 a.m., local time at Zoran's principal executive
offices located at 1390 Kifer Road, Sunnyvale, California. Zoran
stockholders of record at the close of business on Monday, July 18,
2011, will be entitled to vote at the special meeting.
The Board of Directors of Zoran has approved the CSR transaction
and recommends that all Zoran stockholders vote "FOR" the proposal
to adopt the merger agreement. Zoran stockholders are encouraged to
read the definitive proxy materials in their entirety as they
provide, among other things, a detailed discussion of the process
that led to the proposed merger and the reasons behind the Board of
Directors' recommendation that stockholders vote "FOR" the proposal
to adopt the merger agreement.
Zoran stockholders who have questions about the merger or need
assistance in submitting their proxy or voting their shares should
contact Zoran's proxy solicitor, MacKenzie Partners, Inc., at (212)
929-5500 (call collect) or toll free at (800) 322-2885.
Company Profile
Zoran Corporation, based in Sunnyvale, California, is a leading
provider of digital solutions for the digital entertainment and
digital imaging markets. With over two decades of expertise
developing and delivering digital signal processing technologies,
Zoran has pioneered high-performance digital audio and video,
imaging applications and Connect Share Entertain™ technologies for
the digital home. Zoran's proficiency in integration delivers major
benefits for OEM customers, including greater capabilities within
each product generation, reduced system costs, and shorter time to
market. Zoran-based DTV, set-top box, broadband receivers (silicon
tuners), DVD, digital camera, and multifunction printer products
have received recognition for excellence and are now in hundreds of
millions of homes and offices worldwide. With headquarters in the
U.S. and additional operations in China, France, Germany, India,
Israel, Japan, Korea, Taiwan, and the U.K., Zoran may be contacted
on the World Wide Web at www.zoran.com or at 408-523-6500.
Forward-Looking Statements
This press release includes forward-looking statements that
reflect the Company's current views of future events and future
financial performance, including the chief executive officer
quotations, and the material presented under "Future Outlook,"
including statements regarding the Company's future results of
operation including in the third quarter of 2011, business
prospects, and statements regarding potential design wins, the
prospects of various business lines, and expectations regarding the
prospects of the combined Company/CSR after the closing of the
transaction. These forward-looking statements are subject to many
risks and uncertainties that could cause actual results to differ
materially from what is currently expected, including risks
associated with the earthquake and related nuclear accident in
Japan; risks associated with the Company's ability to acquire new,
and increase its business from current, customers; potential
declines in the Company's sales as a result of the continuing
global economic slowdown that could continue to reduce demand for
consumer electronic and other products; the impact of Cisco's
decision to discontinue its Flip product line on the Company's
results of operations, including that new customers may not buy
COACH products as anticipated, inability to close or delays in
closing the CSR transaction due to failure of or any delay in the
satisfaction of any condition precedent or otherwise; continued
tightening in global credit markets, which could result in
insolvency of key suppliers, customers, or retailers and customer
inability to finance purchases of our products; the rapidly
evolving markets for the Company's products and uncertainty
regarding the pace and direction of development of those markets;
the impact of further ASP declines; the Company's dependence on
sales to a limited number of large customers; cost and length of
time required for new product development; timing and impact of new
product introductions by the Company and its competitors, and of
transitions away from older products; intense competition in the
Company's markets and in the markets in which its customers
operate; the Company's reliance on other parties for wafer
supplies, product assembly and testing, and manufacturing capacity;
the effects of changes in revenue and product mix on the Company's
gross margins; fluctuations in tax rate caused by projections of
the geographic sources of Company income; dependence on key
personnel; reliance on international operations, particularly
operations in Israel; the possibility of disruption from any future
proxy fight, or threat thereof, making it more difficult to
maintain business and operational relationships; disruption or
uncertainty caused by future shareholder actions or litigation;
Please refer to the discussion of the risks and uncertainties under
the caption "Risk Factors" and elsewhere in Forms 10-K, 10-Q and
8-K filed by the Company with the SEC for further information
regarding risks and uncertainties that could cause actual results
or events to differ materially from those contained in the
forward-looking statements included in this press release. The
Company assumes no obligation to update any forward-looking
statements as a result of new information or future events or
developments, except as required by law.
Zoran, the Zoran logo and SupraHD are trademarks or registered
trademarks of Zoran Corporation and/or its subsidiaries in the
United States and/or other countries. All other brands or names may
be claimed as property of others.
Zoran Corporation: Karl Schneider Chief Financial Officer
(408) 523-6500 Email Contact Bonnie McBride (Investors) (415)
454-8898 Email Contact Company Web Site: www.zoran.com
Zoran Corp. (MM) (NASDAQ:ZRAN)
과거 데이터 주식 차트
부터 5월(5) 2024 으로 6월(6) 2024
Zoran Corp. (MM) (NASDAQ:ZRAN)
과거 데이터 주식 차트
부터 6월(6) 2023 으로 6월(6) 2024