TranSwitch (TXCC) Acquires Centillium Comm (CTLM) for $1.02/Share

July 9, 2008 4:55 PM EDT

TranSwitch Corporation (NASDAQ: TXCC) entered into a definitive agreement to acquire Centillium Communications, Inc. (Nasdaq: CTLM).

Under the terms of the agreement, TranSwitch will issue an aggregate of 25 million shares of common stock and $15 million, which will be allocated pro rata among holders of Centillium common stock and vested, in-the-money, stock options outstanding at the closing of the merger. Based on Centillium’s capitalization as of July 9, 2009, Centillium shareholders would receive 0.5958 shares of TranSwitch common stock and $0.36 in cash for each share of Centillium common stock. Based on TranSwitch’s closing share price on July 9, 2008, the total consideration values Centillium at $42.8 million or approximately $1.02 per share on a fully-diluted basis.

Shares of Centillium Communications closed at $0.59 per share today.

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