MaxLinear Provides Update on Proposed Acquisition of Silicon Motion

Rhea-AI Summary

MaxLinear terminates merger agreement with Silicon Motion

Positive

• MaxLinear has exercised its right to terminate the merger agreement with Silicon Motion. The termination is due to several reasons including unsatisfied closing conditions, a continuing Material Adverse Effect, and material breach of representations and warranties by Silicon Motion.

Negative

• None.

CARLSBAD, Calif.--(BUSINESS WIRE)-- MaxLinear, Inc. (NASDAQ: MXL), a leading provider of radio frequency (RF), analog, digital and mixed-signal integrated circuits, today announced that it has exercised its contractual rights to terminate its May 5, 2022 merger agreement (the “Merger Agreement”) with Silicon Motion (NASDAQ: SIMO).

As described in a Form 8-K filed today with the U.S. Securities and Exchange Commission, MaxLinear gave notice that it is relieved of its obligation to close the transaction because, among other reasons, (i) certain conditions to closing set forth in the Merger Agreement are not satisfied and are incapable of being satisfied, (ii) Silicon Motion has suffered a Material Adverse Effect that is continuing, (iii) Silicon Motion is in material breach of representations, warranties, covenants, and agreements in the Merger Agreement that give rise to the right of the Company to terminate, and (iv) in any event, the First Extended Outside Date has passed and was not automatically extended because certain conditions in Article 6 of the Merger Agreement were not satisfied or waived as of May 5, 2023.

About MaxLinear, Inc.

MaxLinear, Inc. (NASDAQ: MXL) is a leading provider of radio frequency (RF), analog, digital and mixed-signal integrated circuits for access and connectivity, wired and wireless infrastructure, and industrial and multi-market applications. MaxLinear is headquartered in Carlsbad, California. For more information, please visit www.maxlinear.com.

MXL is MaxLinear’s registered trademark. Other trademarks appearing herein are the property of their respective owners.

View source version on businesswire.com: https://www.businesswire.com/news/home/20230726081423/en/

MaxLinear, Inc. Investor Relations Contact:

Leslie Green

Tel: +1 650-312-9060

lgreen@maxlinear.com

Source: MaxLinear, Inc.

FAQ

Why did MaxLinear terminate the merger agreement with Silicon Motion?

MaxLinear terminated the merger agreement due to unsatisfied closing conditions, a continuing Material Adverse Effect, and material breach of representations and warranties by Silicon Motion.

What is the impact of this termination on MaxLinear's stock price?

The impact of the termination on MaxLinear's stock price is uncertain and will depend on market reactions and investor sentiment.

What are the reasons for termination mentioned in the press release?

The reasons for termination mentioned in the press release include unsatisfied closing conditions, a continuing Material Adverse Effect, and material breach of representations and warranties by Silicon Motion.

What is a Material Adverse Effect?

A Material Adverse Effect refers to a significant negative impact on the financial condition, business, or operations of a company.

What are the next steps for MaxLinear after terminating the merger agreement?

The press release does not provide information about the next steps for MaxLinear after terminating the merger agreement.