Micro Linear Announces ISS Recommendation That Micro Linear Stockholders Vote 'FOR' Sirenza Merger
09 Octubre 2006 - 4:34PM
PR Newswire (US)
SAN JOSE, Calif., Oct. 9 /PRNewswire-FirstCall/ -- Micro Linear
Corporation (NASDAQ:MLIN) today announced that Institutional
Shareholder Services (ISS), a leading U.S. independent proxy
advisory firm, has recommended that stockholders of Micro Linear
vote in favor of Micro Linear's proposed merger with Sirenza
Microdevices, Inc. (NASDAQ:SMDI). A special meeting of Micro
Linear's stockholders to vote on the merger is scheduled for
October 20, 2006 at 10:00 a.m. PT. ISS is widely recognized as the
leading independent proxy advisory firm in the nation. Its
recommendations are relied upon by hundreds of major institutional
investment firms, mutual funds, and other fiduciaries throughout
the country. In recommending that Micro Linear stockholders vote
FOR the merger with Sirenza, ISS noted in its October 6, 2006
report that its review of the terms of the transaction, and
particularly the reasonable premium offered by Sirenza and the
strategic process engaged in by Micro Linear, led it to believe
that the merger deserved the Micro Linear stockholders' support.
"We are very pleased that ISS has recommended that Micro Linear's
stockholders vote in favor of the merger with Sirenza," said Tim
Richardson, CEO of Micro Linear. "We believe that the merger should
result in a stronger, more competitive company that is well
positioned to continue to build stockholder value." Micro Linear
Corporation Micro Linear Corporation is a fabless semiconductor
company specializing in wireless integrated circuit solutions,
which enable a variety of wireless products serving a global
market. These transceivers can be used in many streaming wireless
applications such as cordless phones, PHS handsets, wireless
speakers and headphones, security cameras, game controllers,
cordless headsets and other personal electronic appliances.
Headquartered in San Jose, California, Micro Linear's products are
available through its authorized representatives and distributors
worldwide. For more information, please visit
http://www.microlinear.com/ . Safe Harbor for Forward-Looking
Statements This news release contains forward-looking statements
regarding future events or results, including any statements
regarding Micro Linear's expectations as to the closing of the
acquisition and the effects of the acquisition on Micro Linear or
its stockholders, or regarding the future prospects of the combined
company. Micro Linear cautions readers that such statements are, in
fact, predictions that are subject to risks and uncertainties, and
that actual events or results may differ materially. Factors that
could cause actual events or results to differ materially include,
but are not limited to: the failure of any of the conditions to
closing in the merger agreement to be satisfied, unforeseen
difficulties in combining and integrating the operations of the two
companies, the reactions of either company's stockholders,
customers, vendors or competitors, or the risk factors included in
Micro Linear's Quarterly Report on Form 10-Q filed with the
Securities and Exchange Commission in August 2006 and the
Registration Statement on Form S-4 filed by Sirenza with the
Securities and Exchange Commission in September 2006, as amended.
Micro Linear expressly disclaims any current intention to update
its forward-looking statements, and the estimates and assumptions
associated with them, at any time or for any reason. Additional
Information and Where to Find It This press release is not a proxy
statement or a prospectus for the proposed transaction. Sirenza has
filed a registration statement on Form S-4 (Registration No.
333-137086) in connection with Sirenza's proposed acquisition of
Micro Linear, which includes Micro Linear's proxy statement and
Sirenza's prospectus for the proposed transaction. Investors are
urged to read the proxy statement/prospectus, which contains
important information about the proposed transaction. The proxy
statement/prospectus and other documents which are filed by Sirenza
or Micro Linear with the Securities and Exchange Commission (the
"SEC") are available free of charge at the SEC's website,
http://www.sec.gov/ , or by directing a request when such a filing
is made by Sirenza to Sirenza Microdevices, Inc., 303 S. Technology
Court, Broomfield, CO 80021, Attention: Investor Relations or by
directing a request when such a filing is made by Micro Linear to
Micro Linear Corporation, 2050 Concourse Drive, San Jose, CA 95131,
Attention: Investor Relations. Micro Linear, its directors and
certain of its executive officers, as well as Sirenza, its
directors and certain of its executive officers, may be considered
participants in the solicitation of proxies in connection with the
proposed transaction. Information about the directors and executive
officers of Micro Linear and their respective interests in the
proposed transaction is set forth in the proxy statement/prospectus
that Sirenza and Micro Linear have filed with the SEC in connection
with the proposed transaction. Investors may obtain additional
information regarding the interests of such participants by reading
the proxy statement/prospectus. DATASOURCE: Micro Linear
Corporation CONTACT: Jim Mathias of Shelton Group Investor
Relations, +1-972-239-5119, or , for Micro Linear Corporation Web
site: http://www.microlinear.com/
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