Pixelworks Completes Acquisition of ViXS Systems
03 August 2017 - 12:23AM
Business Wire
Pixelworks, Inc. (NASDAQ: PXLW), a leading provider of visual
processing solutions, and Toronto-based ViXS Systems Inc. (TSX:
VXS), a pioneer in media processing, encoding and transcoding
solutions, today announced that Pixelworks has completed its
acquisition of ViXS by way of a Canadian plan of arrangement (the
“Transaction”).
This Smart News Release features multimedia.
View the full release here:
http://www.businesswire.com/news/home/20170802005916/en/
The Transaction, which was initially announced on May 18, 2017,
was approved by ViXS shareholders at the ViXS 2017 Annual and
Special Meeting of shareholders held on July 27, 2017 in Toronto,
Ontario. Under the terms of the Transaction, Pixelworks acquired
all of the outstanding common shares of ViXS in an all stock
transaction, and ViXS shareholders received 0.04836 a share of
Pixelworks’ common stock for each share of ViXS, resulting in the
issuance of approximately 3.7 million shares of Pixelworks common
stock, valued at approximately US$17.7 million. The exchange ratio
is equivalent to consideration of US$0.23 per ViXS common share,
based on the closing price of Pixelworks on August 1, 2017.
As a result of the completion of the Transaction, it is expected
that the ViXS shares will be delisted from the Toronto Stock
Exchange in the coming days. ViXS will also be applying to the
relevant securities regulatory authorities in Canada to cease to be
a reporting issuer for the purposes of securities legislation.
A registered ViXS shareholder must complete and send a letter of
transmittal with the certificate(s) representing his, her or its
ViXS common shares to Computershare Investor Services Inc. in order
to receive the consideration to which such ViXS shareholder is
entitled under the terms of the Transaction. A copy of the letter
of transmittal is available under ViXS’ issuer profile on SEDAR at
www.sedar.com.
A non-registered ViXS shareholder will receive the consideration
to which such ViXS shareholder is entitled through his, her or its
account with the broker, investment dealer, bank, trust company or
other intermediary that holds common shares on such ViXS
shareholder’s behalf. A non-registered shareholder should contact
his, her or its intermediary with any questions about this
process.
Additional Transaction Details
Further details can be found in Pixelworks’ Form 8-K filed with
the Securities and Exchange Commission within four business days of
closing of the Transaction.
About Pixelworks, Inc.
Pixelworks creates, develops and markets visual display
processing solutions for applications that demand the very highest
quality images. At design centers around the world, Pixelworks
engineers constantly push visual processing performance to keep
manufacturers of consumer electronics and professional displays
worldwide on the leading edge. The Company is headquartered in San
Jose, CA. For more information, please visit the Company’s Web site
at www.pixelworks.com.
Note: Pixelworks and the Pixelworks logo are registered
trademarks of Pixelworks, Inc.
About ViXS Systems Inc.
ViXS is a pioneer and market leader in designing revolutionary
media processing semiconductor solutions for video over IP
streaming solutions, with approximately 470 patents issued and
pending worldwide, numerous industry awards for innovation, and
over 39 million media processors shipped to date. ViXS is driving
the transition to Ultra HD 4K across the entire content value chain
by providing professional and consumer grade chipsets that support
the new High Efficiency Video Coding (HEVC) standard up to Main 12
Profile, reducing bandwidth consumption by 50% while providing the
depth of color and image clarity needed to take advantage of
higher-resolution content. ViXS’ XCodePro 300 family is ideal for
Ultra HD 4K infrastructure equipment, and the XCode 6000 family of
system-on-chip (SoC) products achieve unprecedented levels of
integration that enable manufacturers to create cost-effective
consumer entertainment devices.
ViXS is headquartered in Toronto, Canada with offices in Europe,
Asia and North America. VIXS™, the ViXS® logo, XCode®, XCodePro™,
and Xtensiv™ are trademarks and/or registered trademarks of ViXS.
XConnex™ and other trademarks are the property of their respective
owners. For more information on ViXS, visit our website:
www.vixs.com.
Safe Harbor Statement
This release contains forward-looking statements, including,
without limitation, expectations with respect to the timing of
delisting of the ViXS common shares from the Toronto Stock
Exchange, 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. These statements may be identified by use of
terms such as “will”, “expect” and similar terms or the negative of
such terms. All statements other than statements of historical fact
are forward-looking statements for purposes of this release. Such
statements are based on management's current expectations. Readers
are cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date hereof. All
forward-looking statements are subject to certain risks and
uncertainties that could cause actual results to differ materially
from those projected. Such risks and uncertainties include but are
not limited to the ability and timing to satisfy the conditions for
delisting of the ViXS common shares and ViXS ceasing to be a
reporting issuer for the purposes of Canadian securities
legislation. The forward-looking statements contained in this
release speak as of the date of this release, and Pixelworks does
not undertake any obligation to update any such statements, whether
as a result of new information, future events or otherwise.
View source
version on businesswire.com: http://www.businesswire.com/news/home/20170802005916/en/
Pixelworks Contacts:Investor ContactShelton GroupBrett
Perry, +1-214-272-0070bperry@sheltongroup.comorCompany
ContactPixelworks, Inc.Steven Moore,
+1-408-200-9221smoore@pixelworks.com