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Components | August 28, 2012

Cypress Semiconductor Increases All-Cash Offer for Ramtron International

Cypress Semiconductor Corporation has announced that it has increased its all-cash offer to acquire all of the outstanding stock of Ramtron International Corporation to $2.88 per share from $2.68 per share.

The increased offer represents a 59% premium over Ramtron’s closing price of $1.81 per share on June 11, 2012, the day before Cypress publicly disclosed its offer for Ramtron. T.J. Rodgers, President and Chief Executive Officer of Cypress, said, “I am pleased that the financial advisors to Cypress and Ramtron have begun to engage in discussions. We are increasing our offer to $2.88 per share in the hopes of completing a transaction quickly, which we believe is in the best interest of Cypress, as well as Ramtron’s stockholders.” The revised offer will expire at 5:00 p.m., New York City time, on September 11, 2012. The offer was previously scheduled to expire at 5:00 p.m., New York City time, on August 24, 2012. Other than the increase in the offer price and the extension of the expiration date, all other terms and conditions of the offer remain unchanged. The all-cash offer is not conditioned on due diligence or financing. As of 5:00 p.m., New York City time, on August 24, 2012, 3,022,387 shares (including 108,507 shares subject to guarantees of delivery) had been tendered and not withdrawn pursuant to the Offer. Greenhill & Co., LLC is acting as financial advisor to Cypress and dealer manager for the offer, and Wilson Sonsini Goodrich & Rosati, Professional Corporation, is acting as legal counsel.
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