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Subsequent Events
9 Months Ended
Sep. 30, 2012
Subsequent Events [Abstract]  
SUBSEQUENT EVENTS

NOTE 12. SUBSEQUENT EVENTS

On September 19, 2012, we announced that the Company had entered into an Agreement and Plan of Merger (the “Merger Agreement”) with Cypress Semiconductor Corporation, a Delaware corporation (“Cypress”), and Rain Acquisition Corp., a Delaware corporation and a wholly owned subsidiary of Cypress (“Purchaser”), pursuant to which, among other things, Cypress caused Purchaser to amend its June 21, 2012 offer to purchase all of the outstanding shares of common stock, par value $0.01 per share, of the Company (the “Company Common Stock”), including associated preferred stock purchase rights (the “Rights” and, together with the Company Common Stock, the “Shares”), for $3.10 per Share (the “Offer Price”), net to the seller in cash (as amended, the “Offer”).

On October 10, 2012, at the closing of the Offer, Purchaser accepted for payment 23,290,666 shares of common stock that had been validly tendered and not withdrawn pursuant to the offer and commenced a subsequent offering period for all remaining untendered shares of common stock. An additional 559,785 shares of common stock were tendered subject to guarantee delivery procedures. Also on October 10, 2012, immediately following the closing of the offer, all of the directors of Ramtron resigned from our board of directors, other than Theodore J. Coburn, William G. Howard, Jr. and William L. George. Immediately following the resignation of such directors, the remaining directors of Ramtron appointed T.J. Rodgers, Brad W. Buss, Dana C. Nazarian, Neil Weiss, Cathal Phelan and Thomas Surrette, each of whom was designated by Purchaser, to our board of directors.

On October 17, 2012, the subsequent offering period expired, and Purchaser acquired an additional 2,622,273 shares of common stock that were validly tendered during the subsequent offering period. Included in this amount were 478,150 shares of common stock originally tendered in the Offer pursuant to guaranteed delivery procedures. The subsequent merger of Purchaser into the Company pursuant to the Merger Agreement is expected to occur in the fourth quarter of 2012, and, if the merger is consummated, we will thereafter become a wholly-owned subsidiary of Cypress.

As a result of the purchase of Shares in the Offer, Cypress controls approximately 78% of our outstanding common stock as of the date of this report. Due to the change in control that has occurred as a result of the purchase of the Shares by Purchaser in the Offer, the Company’s management is currently assessing additional cash requirements and other issues relating to assignment of leases, our mortgage, change of control contracts with officers and management of the company, severance payments, and outstanding equity awards.