Zarlink to acquire Legerity

Under the terms of the agreement, Zarlink will acquire Legerity for US$134.5 million in cash, subject to working capital adjustments. Zarlink intends to fund this acquisition through a combination of its cash resources and, as required, draw down on a bridge facility of up to US$50 million. Zarlink has secured a commitment letter for the financing for the transaction through a syndicate of lenders led by CIBC and including National Bank of Canada, the Royal Bank of Canada and the Bank of Nova Scotia. CIBC World Markets acted as an exclusive financial advisor to Zarlink on the transaction. The commitment letter permits the reduction or elimination of the bridge facility by the issuance of debt or equity securities. The bridge facility will be cancelled to the extent not drawn down at the closing of the acquisition. The transaction is expected to close in late July, subject to closing conditions, including expiration or termination of the waiting period under the U.S. Hart-Scott-Rodino Antitrust Act. Zarlink's focus on growth opportunities in optoelectronics, ultra low-power medical telemetry and analog foundry remains unchanged by this acquisition.