ON Semi Completes Merger Of AMIS Holdings; Confirms 200 Layoffs, Fab Closure

March 25, 2008 by Jeff Shepard

ON Semiconductor Corp. announced that it has completed its acquisition of AMIS Holdings, Inc. in a stock-for-stock merger. Under the terms of the merger agreement, holders of AMIS will generally receive 1.15 shares of ON Semiconductor common stock for each share of AMIS common stock they own as of the close of business today. ON Semiconductor will issue a total of approximately 103 million shares of common stock on a fully diluted basis to complete the transaction. Former AMIS stockholders now own approximately 26% of ON Semiconductor. At closing, ON Semiconductor repaid AMIS’s senior bank facility with cash on hand from both companies.

ON Semi also confirmed plans to cut about 200 global employees and close a fab as it merges with AMIS. There are reports that the company will see approximately 60 employees laid off in the next 30 days from AMIS’ Pocatello, Idaho, location. That will be followed by the closure of AMIS’ 5-inch Fab 9 in the next 18 to 24 months. In doing so, ON will eliminate approximately 150 jobs. ON said the fab is being closed as a matter of technology progression and that its product will be moved to ON’s 8-inch fab and to production in Europe.

"The merger represents an important step in the transformation of ON Semiconductor," said Keith Jackson, ON Semiconductor President and CEO. "ON Semiconductor is now solidly positioned as a global leader of efficient power and analog solutions. The acquisition brings together ON Semiconductor’s leading standard products, operational excellence and manufacturing infrastructure with AMIS’s substantial custom product portfolio enabling us to more comprehensively address our customers’ needs. Furthermore, we expect to achieve significant operating and manufacturing cost savings. The company will begin executing the planned operational integration of the two companies to ensure a smooth transition and create immediate value for our customers, partners and investors."

"Our merger with ON Semiconductor is a great opportunity for our customers, employees, stockholders and their future," said Christine King, AMIS’s former CEO and President. "I am also looking forward to joining the ON Semiconductor board of directors."