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Microsemi Acquired PowerDsine for $245 Million: Deal Terms and Timeline

Microsemi’s 2006 PowerDsine deal was valued at $245 million fully diluted, with shareholders receiving cash and stock. The acquisition closed in January 2007.
From TheFinanceBase Team2 min to read
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Microsemi announced an agreement to acquire PowerDsine on October 24, 2006, at a fully diluted transaction value of $245 million. The deal combined cash and stock, and Microsemi completed the acquisition on January 9, 2007.

What Microsemi agreed to pay

Microsemi valued PowerDsine at $11.00 per share using the companies’ closing prices on October 23, 2006. The announced value represented an 18.5% premium to PowerDsine’s previous closing price, according to Microsemi’s October 24 announcement.

The $245 million figure was the transaction value on a fully diluted basis. Microsemi also presented the value as $168 million net of cash acquired. That net figure adjusts for cash acquired; it is not the cash portion paid to PowerDsine shareholders.

How shareholders were to be paid

For each PowerDsine share, shareholders were to receive $8.25 in cash plus 0.1498 shares of Microsemi common stock. The consideration was therefore a mix of cash and stock, rather than a $245 million cash payment.

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When the acquisition was announced and completed

Milestone Date What happened
Agreement announced October 24, 2006 Microsemi announced the acquisition agreement and its proposed terms.
Acquisition completed January 9, 2007 Microsemi reported completion of the merger.

The transaction presentation anticipated a close in calendar first-quarter 2007; the closing filing records the actual completion date. PowerDsine survived the merger as an indirect wholly owned subsidiary of Microsemi, as described in the merger filing and closing Form 8-K.

Why Microsemi wanted PowerDsine

Microsemi said the acquisition would broaden its Power over Ethernet (PoE) offerings and add PowerDsine’s analog and mixed-signal engineering expertise. In the announcement, Microsemi CEO James J. Peterson described PowerDsine as a recognized leader in PoE products for a range of growing applications and said its engineering team could contribute both in PoE and in other commercial analog and mixed-signal markets served by Microsemi.

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PoE technology delivers electrical power over Ethernet cabling, allowing compatible equipment to receive data and power through the same connection. A contemporary EE Times report identifies PoE injectors among PowerDsine’s products. That historical product context does not establish that any particular PowerDsine model is currently available.

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How to read the $245 million headline

  • Announced fully diluted transaction value: $245 million, based on Microsemi’s 2006 deal announcement.
  • Value net of cash acquired: $168 million, a separate transaction presentation that accounts for cash acquired.
  • Shareholder consideration: $8.25 cash and 0.1498 Microsemi shares per PowerDsine share.

These are announcement-era transaction figures, not a current valuation or an independently calculated later accounting measure. Microsemi’s announcement and transaction presentation provide the stated deal metrics.

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