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MIPS Technologies Inc andImagination Technologies Group plc Agree to Revised Merger Terms Providing for $80 Million Purchase Price

Monday, 10 Dec 2012 02:00am EST 

MIPS Technologies Inc announced that it entered into an amendment to the agreement with Imagination Technologies Group plc previously announced on November 5, 2012 (the Merger Agreement). The amendment provides for an increased purchase price of $80 million and the removal of the conditions to closing requiring the approval of the Committee on Foreign Investment in the United States and that MIPS is not a real property holding corporation. As a result of the amendment, the net proceeds to each holder of MIPS common stock following the consummation of the patent sale and recapitalization as previously announced, has increased to approximately $7.64 per share in cash. The Merger Agreement is otherwise in full force and effect. The amendment followed the submission of a definitive proposal from CEVA, Inc. to acquire MIPS for $75 million, as previously announced, stating that it had completed its confirmatory due diligence and had received unanimous board approval, and the delivery of a notice by MIPS to Imagination Technologies that the MIPS board of directors had determined the proposal from CEVA to be a "Superior Proposal." J.P. Morgan is acting as exclusive financial advisor to MIPS and Skadden, Arps, Slate, Meagher & Flom LLP is acting as legal advisor.