[MD1] Motorola's Semiconductor to Acquire Metrowerks
TweetFollow Us on Twitter

[MD1] Motorola's Semiconductor to Acquire Metrowerks

Motorola's Semiconductor Products Sector Announces Intention to Purchase
Metrowerks Inc.

SCHAUMBURG, Ill., Aug. 19 /PRNewswire/ -- Motorola, Inc. (NYSE: MOT) today
announced that Motorola and Metrowerks Inc. (Nasdaq: MTWK; Toronto: MWK)
have agreed that Motorola's Semiconductor Products Sector will offer to
acquire all of the outstanding common shares of software tools developer
Metrowerks in an all cash bid at a price of U.S.$6.25 (approximately Cdn
$9.25) per share, or approximately U.S.$95 million (approximately Cdn. $141
million) for the publicly traded, Canadian corporation.

Founded in 1985 and headquartered in Austin, Texas, Metrowerks designs,
develops, markets and supports professional software development tools used
by programmers to create software applications. Metrowerks' flagship
product line, CodeWarrior consists of a suite of programming tools used by
developers worldwide to create software in the C, C++, Java and assembly
programming languages. CodeWarrior has more than 200,000 registered users
in 80 countries.

"Metrowerks has an exceptional team, and its CodeWarrior software
development products are among the industry's best for desktop and embedded
systems programming, covering microprocessors, microcontrollers and digital
signal processors," said Hector de J. Ruiz, Ph.D., president of Motorola
Semiconductor Products Sector. "We intend for Metrowerks to be a core
component of our open and extensible software development tools expertise
for enabling our DigitalDNA embedded solutions leadership."

Jean Belanger, chairman and chief executive officer of Metrowerks said, "We
are enthusiastic about the offer being made by Motorola and believe it
provides an attractive price to our shareholders."

The Board of Directors of Metrowerks unanimously approved the transaction
with Motorola and will recommend to the Metrowerks' shareholders that they
tender their shares. Jean Belanger, chairman and chief executive officer,
and Greg Galanos, founder, president and chief technology officer, each of
whom holds approximately 12% of the common shares of Metrowerks on a fully
diluted basis, have irrevocably agreed to tender their shares to the
Motorola bid. The take-over bid, which is expected to commence within the
next two weeks, is subject to the tender of at least 77% of the common
shares outstanding, the termination or expiration of the waiting period
under the Hart-Scott-Rodino Act, other regulatory approvals and certain
other terms and conditions.

In the event of a termination of the agreement between Motorola and
Metrowerks, under certain circumstances Motorola would be entitled to a
termination fee of U.S.$4.7 million. In addition, Metrowerks has granted
Motorola, an irrevocable option to acquire up to 19.9% of Metrowerks'
common equity in the event the termination fee is payable. The aggregate
economic value to Motorola of the termination fee and the exercise of the
option will not exceed U.S.$4.7 million.

Metrowerks develops and sells programming tools in five major market
segments: the desktop Macintosh and Windows market, the Linux market, the
embedded proprietary operating systems market, the real-time operating
systems ("RTOS")/Windows CE market and the Java technology market.
Metrowerks employs about 240 people, with 150 in R&D. Austin-based
employment is 200; the remainder of employees are located in offices in
Silicon Valley, Montreal, Ottawa, Germany, Tokyo and Boston.

Motorola intends to operate Metrowerks as a standalone subsidiary, which
will retain its current name and management team.

About Motorola

Motorola is a global leader in providing integrated communications
solutions and embedded electronic solutions. Sales in 1998 were $29.4
billion. As the world's No. 1 producer of embedded processors, Motorola's
Semiconductor Products Sector, based in Austin, Texas, offers multiple
DigitalDNA solutions that enable its customers to create new business
opportunities in the consumer, networking and computing, transportation,
and wireless communications markets. (Additional information is available
at www.motorola.com)

Statements about the consummation of the take-over bid, the expected date
of completion for the transaction and Metrowerks' future operation are
forward-looking and involve risks and uncertainties. Motorola wishes to
caution the reader that unanticipated delays in initiating or completing
the transaction and those factors contained in Motorola's 1999 Proxy
Statement on pages F-15 through F-18 and in its other SEC filings could
cause actual results to differ materially from those stated in the
forward-looking statements. /CONTACT: Media: Ken Phillips of Motorola,
602-952-3852, rspc30@email.sps.mot.com; or Kathy Hill of Metrowerks,
512-873-4787, khill@metrowerks.com/

About Metrowerks

For more information about our company, refer to our About Metrowerks page.

Metrowerks, the Metrowerks logo and CodeWarrior are registered trademarks
of Metrowerks Inc. All other company and product names may be registered
trademarks or trademarks of their respective companies/holders, and are
hereby recognized.

Statements in this press release are forward looking statements that
involve risks and uncertainties, including successful and timely
development of the product and customer acceptance of the product.
9801 Metric Blvd.
Austin, TX 78758
fax: 512.873.4901


Community Search:
MacTech Search:

Software Updates via MacUpdate

Between 2 Taps - Tap for Tap interview M...
Hello, and welcome back to Between 2 Taps, Tap for Tap’s Indie Dev interview series. [Read more] | Read more »
Facility 47 (Games)
Facility 47 1.0.1 Device: iOS Universal Category: Games Price: $3.99, Version: 1.0.1 (iTunes) Description: You wake up alone and freezing in an icy cell. You try the cell door but it’s locked, it seems that you are stuck with no... | Read more »
The best Photoshop alternative on iPad
Instagram and Lightroom are great and all, but sometimes people need to get extra creative with their image editing.Like, Photoshop creative. If you're one of these people, take a look at our pick for the best mobile Photoshop experience on iPad... | Read more »
The Walking Dead: No Man’s Land guide -...
A new update for The Walking Dead: No Man’s Land was released last week, making it the perfect time for you to head back to your base and take out some walkers. Here’s the lowdown on what’s new to the game, and how to take advantage. [Read more] | Read more »
Goat Rider guide - Tips and tricks to st...
We've all been there. One second, we're riding high on a crazed goat, and the next, we've been tossed off it like someone who's no good at goat ridin'. [Read more] | Read more »
Real Boxing 2 CREED: How to become a gre...
Just in time for Rocky fans who can’t wait to see CREED, the latest movie, we have the official tie-in game,Real Boxing 2 CREED. It builds on the success of its predecessor and there’s lots to take in so we at 148apps thought we’d run you through... | Read more »
CoinOp Heroes 2 guide - How to build an...
CoinOp Heroes 2 justlaunched and, like all clickers, it's dangerously addictive stuff. You have to furiously tap your screen to defeat wave after wave of foes and earn an insane amount of cash to spend on character upgrades and an army of minions... | Read more »
Dr. Panda Firefighters (Education)
Dr. Panda Firefighters 1.0.1 Device: iOS Universal Category: Education Price: $2.99, Version: 1.0.1 (iTunes) Description: FIGHT FIRES AND SAVE THE DAY!Work together with Dr. Panda and his firefighting team to rescue his trapped... | Read more »
Puddle + (Games)
Puddle + 1.0 Device: iOS iPhone Category: Games Price: $2.99, Version: 1.0 (iTunes) Description: Puddle is back in a new "+" edition featuring enhanced graphics, new videos and Apple TV support ! No IAP and No Ads. Dive into Puddle... | Read more »
Football Manager Mobile 2016 (Games)
Football Manager Mobile 2016 7.0.0 Device: iOS Universal Category: Games Price: $8.99, Version: 7.0.0 (iTunes) Description: Football Manager Mobile 2016 is designed to be played on the move and is the quickest way to manage your... | Read more »

Price Scanner via MacPrices.net

Adorama Black Friday deals: Up to $400 off Ma...
Adorama has released their Black Friday deals for 2015. Save up to $400 on MacBook Pros, $200 on MacBooks and MacBook Airs, and $270 on iMacs. Use code RYBFDEAL during checkout to see these prices.... Read more
B&H Photo Deals: $200 off 12-inch 1.2GHz...
In addition to the B&H Photo Black Friday week sales we posted yesterday, B&H has lowered their price on two products to $200 off MSRP: - 12″ 1.2GHz Gray Retina MacBook: $1399 save $200 - 13... Read more
Best Buy Early Access: Today only, Up to $125...
Best Buy has iPad Air 2s on sale for up to $125 off MSRP and Apple Watch models on sale on their online store for up to $100 off MSRP with special codes through midnight CT tonight. Choose free... Read more
UPPERCASE DESIGNS Premium Ultra Thin Keyboard...
UPPERCASE Designs today announced its new Premium Ultra Thin Keyboard Protector and its Palm Rest Protector Set for the 12-inch MacBook. The accessories provide durable protection for the 12-inch... Read more
Al Jazeera Launches New iOS And Android Mobil...
Doha, Qatar based Al Jazeera has launched new mobile and tablet apps on the iOS and Android systems bringing the latest Al Jazeera news and programmes live together with on-demand personalisation.... Read more
B&H Photo Holiday Sale: Up to $250 off Ma...
B&H Photo has all new Macs on sale for up to $500 off MSRP as part of their Holiday sale including free shipping plus NY sales tax only: - 15″ 2.2GHz Retina MacBook Pro: $1799 $200 off - 15″ 2.... Read more
Free Aura ‘Ultimate’ Mac App For Gmail Update...
Miami, Florida based Crosscoded has announced Aura 1.2.0, an update to the Mac app for Gmail. Aura mixes the power of a native client with the flexibility of the Gmail web app with support for up to... Read more
Apple Will Edge Closer to Samsung in Smartpho...
Total smartphone shipments for 2015 are projected to decline by 9.7% to 1.286 billion units, according to the latest report from global market research firm TrendForce. Though Chinese vendors have... Read more
Sidefari – Split Screen Multitasking In Safar...
Francisco Cantu’s Sidefari is a simple web browser designed to act as a companion to Safari on the iPad. With multitasking in iOS 9, Sidefari uses the new Safari View Controller to show an extra... Read more
12-inch MacBooks in stock for up to $120 off,...
Adorama has 12″ Retina MacBooks in stock for up to $120 off MSRP including free shipping plus NY & NJ sales tax only. For a limited time, Adorama will include a free Apple USB-C to USB Adapter,... Read more

Jobs Board

*Apple* Retail - Multiple Positions (US) - A...
Sales Specialist - Retail Customer Service and Sales Transform Apple Store visitors into loyal Apple customers. When customers enter the store, you're also the Read more
Merchant Operations Manager: *Apple* Pay -...
Changing the world is all in a day's work at Apple . If you love innovation, here's your chance to make a career of it. You'll work hard. But the job comes with more than Read more
*Apple* Pay QA Manager - Apple Inc. (United...
Changing the world is all in a day's work at Apple . If you love innovation, here's your chance to make a career of it. You'll work hard. But the job comes with more than Read more
Sr Software Engineer *Apple* Pay - Apple In...
Changing the world is all in a day's work at Apple . If you love innovation, here's your chance to make a career of it. You'll work hard. But the job comes with more than Read more
Hardware Systems Architect - *Apple* Watch...
# Hardware Systems Architect - Apple Watch Job Number: 38449977 Santa Clara Valley, Califo ia, United States Posted: Apr. 16, 2015 Weekly Hours: **Job Summary** The Read more
All contents are Copyright 1984-2011 by Xplain Corporation. All rights reserved. Theme designed by Icreon.