Brower Piven Announces Class Action Lawsuit in Connection With the Acquisition of Conexant Systems, Inc. by Standard

STEVENSON, MD, Jan 21 (MARKET WIRE) --
Brower Piven, A Professional Corporation announces that a class action
lawsuit has been commenced in the Court of Chancery of the State of
Delaware on behalf of all shareholders of Conexant Systems, Inc.
("Conexant") (NASDAQ: CNXT).

The claims asserted in the complaint arise from the proposed buyout
("Acquisition") of Conexant by Standard Microsystems Corporation
("Standard Microsystems"). On January 10, 2011, Conexant announced that
it had entered into an agreement and plan of merger for the company to be
acquired by Standard Microsystems in a transaction valued at
approximately $284 million. According to the complaint, and under the
agreement, Conexant shareholders will receive $2.25 for each share they
own -- consisting of $1.125 in cash and a fraction of a share of Standard
Microsystems common stock equal to $1.125.

The complaint alleges that the Acquisition is the product of a
fundamentally flawed process in which Conexant's Board of Directors
failed to obtain the best possible price before entering into the
Agreement with Standard Microsystems. The complaint alleges that the
$2.25 per share acquisition price is unfair considering the company's
anticipated operating results, net asset value, cash flow profitability
and established markets. Moreover, the complaint alleges that the merger
agreement's terms substantially favor Standard Microsystems and are
calculated to unreasonably dissuade potential suitors from making
competing offers. For example, the complaint alleges that Conexant's
Board of Directors have agreed to a "No Solicitation" provision that
unfairly restricts the Board from soliciting alternative proposals by,
among other things, constraining its ability to communicate with
potential buyers.

If you are a current owner of shares of Conexant, you may obtain
additional information about this lawsuit by contacting Brower Piven at
www.browerpiven.com, by email at hoffman@browerpiven.com, by calling
410/415-6616, or at Brower Piven, A Professional Corporation, 1925 Old
Valley Road, Stevenson, Maryland 21153. Attorneys at Brower Piven have
combined experience litigating securities and class action cases of over
60 years. If you choose to retain counsel, you may retain Brower Piven
without financial obligation or cost to you, or you may retain other
counsel of your choice. You need take no action at this time to be a
member of the class.

CONTACT:
Charles Piven
Brower Piven, A Professional Corporation
Stevenson, Maryland
410/415-6616
hoffman@browerpiven.com

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