Investor Presentation Slides

Proposed Acquisition of

Zarlink Semiconductor

July 20, 2011

Exhibit 99.2

Power Matters

Disclaimer

2011 Microsemi Corporation

Cautionary

Statement

Regarding

Forward-Looking

Statements

Microsemi and the Microsemi logo are registered trademarks or service marks of Microsemi Corporation and/or its affiliates. Third-party

trademarks and service marks mentioned herein are the property of their respective owners.

"Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: Any statements set forth in this news release that are not

entirely historical and factual in nature, including without limitation statements related to Microsemi's revenue and earnings guidance and the

potential benefits of the acquisition of Zarlink including its immediately accretive impact on earnings and its effect on Microsemi’s growth

potential are forward-looking statements. These forward-looking statements are based on our current expectations and are inherently subject

to risks and uncertainties that could cause actual results to differ materially from those expressed in the forward-looking statements. The

potential risks and uncertainties include, but are not limited to, such factors as the risk that Microsemi will not be able to complete the

acquisition without the cooperation of Zarlink's board and management team; the risk that even if the parties work cooperatively on an

acquisition, they will not be able to successfully negotiate and enter into a definitive acquisition agreement or, if such an agreement is entered

into, the parties will be unable to comply with or satisfy the closing conditions contained therein; the risk that Zarlink’s business and

technology will not be successfully integrated with Microsemi's business, including product mix and acceptance, achievement of gross

margins and operational and other cost synergies; negative or worsening worldwide economic conditions or market instability; downturns in

the highly cyclical semiconductor industry; intense competition in the semiconductor industry and resultant downward price pressure; inability

to develop new technologies and products to satisfy changes in customer demand or the development by the company's competitors of

products that decrease the demand for Microsemi's products; unfavorable conditions in end markets; inability of Microsemi's compound

semiconductor products to compete successfully with silicon-based products; production delays related to new compound semiconductors;

variability of the company's manufacturing yields; the concentration of the factories that service the semiconductor industry; delays in

beginning production, implementing production techniques, resolving problems associated with technical equipment malfunctions, or issues

related to government or customer qualification of facilities; potential effects of system outages; inability by Microsemi to fulfill customer

demand and resulting loss of customers; variations in customer order preferences; difficulties foreseeing future demand; rises in inventory

levels and inventory obsolescence; potential non-realization of expected orders or non-realization of backlog; failure to make sales indicated

by the company's book-to-bill ratio; Microsemi's reliance on government contracts for a portion of its sales; risks related to the company's

international operations and sales, including political instability and currency fluctuations; increases in the costs of credit and the availability of

credit or additional capital only under more restrictive conditions or not at all; unanticipated changes in Microsemi's tax provisions or exposure

to additional income tax liabilities; changes in generally accepted accounting principles; principal, liquidity and counterparty risks related to

Microsemi's holdings in securities; environmental or other regulatory matters or litigation, or any matters involving contingent liabilities or

other claims; the uncertainty of litigation, the costs and expenses of litigation, the potential material adverse effect litigation could have on

Microsemi's business and results of operations if an adverse determination in litigation is made, and the time and attention required of

management to attend to litigation; difficulties in determining the scope of, and procuring and maintaining, adequate insurance coverage;

difficulties and costs of protecting patents and other proprietary rights; the hiring and retention of qualified personnel in a competitive labor

market; acquiring, managing and integrating new operations, businesses or assets, and the associated diversion of management attention;

uncertainty as to the future profitability of acquired businesses, and delays in the realization of, or the failure to realize, any accretion from

acquisition transactions; any circumstances that adversely impact the end markets of acquired businesses; and difficulties in closing or

disposing of operations or assets or transferring work from one plant to another . In addition to these factors and any other factors mentioned

elsewhere in this news release, the reader

Power Matters

Disclaimer

2011 Microsemi Corporation

should refer as well to the factors, uncertainties or risks identified in the company's most recent Form 10-K and all subsequent Form 10-Q reports filed

by Microsemi with the SEC. Additional risk factors may be identified from time to time in Microsemi's future filings. The forward-looking statements

included in this release speak only as of the date hereof, and Microsemi does not undertake any obligation to update these forward-looking statements

to reflect subsequent events or circumstances.

Guidance is provided only on a non-GAAP basis due to the inherent difficulty of forecasting the timing or amount of certain items that have been

excluded from the forward-looking non-GAAP measures, and a reconciliation to the comparable GAAP guidance has not been provided because certain

factors that are materially significant to Microsemi’s ability to estimate the excluded items are not accessible or estimable on a forward-looking basis.

ADDITIONAL INFORMATION

Neither this communication nor the any of the statements incorporated by reference in this communication constitutes an offer to buy or solicitation of an

offer to sell any securities. No take-over bid or tender offer for the shares of Zarlink has commenced at this time. In connection with the proposed

transaction Microsemi may file take-over bid or tender offer documents with the applicable Canadian securities authorities and the U.S. Securities and

Exchange Commission (“SEC”). Any definitive take-over bid or tender offer documents will be made available to shareholders of Zarlink. INVESTORS

AND SECURITY HOLDERS OF ZARLINK ARE URGED TO READ THESE AND OTHER DOCUMENTS FILED WITH THE APPLICABLE CANADIAN

AUTHORITIES AND THE SEC CAREFULLY IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN

IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and security holders will be able to obtain free copies of these

documents (if and when available) and other documents filed by Microsemi with the applicable Canadian securities authorities through the website

maintained by the Canadian Securities Administrators at http://www.sedar.com and with the SEC through the web site maintained by the SEC at

http://www.sec.gov.

Power Matters

Presentation Outline

Proposal To Acquire Zarlink

Microsemi Overview

Strategic Rationale

Transaction Rationale

Conclusions and Next Steps

2011 Microsemi Corporation

Proposal to Acquire Zarlink

Power Matters

Provision

Microsemi's Proposal to Acquire Zarlink

All-cash CAD $3.35 per share offer for all of Zarlink

40% premium to Zarlink’s closing price on July 19, 2011

59% premium to Zarlink’s 52-week average closing price

18% premium to Zarlink’s 5-year high closing price

At least $0.20 accretive to non-GAAP EPS in first year

Immediately accretive

Microsemi has studied all regulatory approvals and is

confident no substantial hurdles exist

2011 Microsemi Corporation

Executed a financing commitment letter with Morgan Stanley

Senior Funding, Inc.

Microsemi is committed to maintaining its current credit rating

Consideration

Premium

Accretion

Financing

Regulatory Approval

Microsemi Overview

Power Matters

About Microsemi

Focused on providing solutions where Power Matters,

security is non-negotiable, and reliability is vital

–

Defense & Security

–

Aerospace

–

Enterprise & Communications

–

Industrial & Alternative Energy

Industry's most extensive technology portfolio

for targeted markets

–

High-performance, high-reliability analog devices

–

Mixed-signal and RF integrated circuits

–

Customizable System on Chip solutions (Analog + FPGA + uController)

–

Complete subsystems

2011 Microsemi Corporation

About Microsemi

Power Matters

Communications

Lighting and Display

Storage and Networking

Homeland Security

Enterprise Security

Military and Defense

Commercial Avionics

Satellite

Alternative Energy

Medical

Industrial Control

SEMI Cap Equipment

Markets, Customers, and Applications

Industrial

& Alternative

Energy

Defense &

Security

Aerospace

Enterprise &

Communications

Note: LTM as of 4/3/11 and only includes approximately five months of Actel revenue.

2011 Microsemi Corporation

Power Matters

2011

2006

2001

Small Signal Transistors

Medium Signal Transistors

Inverters

LDOs

2001 SAM: $500M

2006 SAM: $850M

GaAs Diodes

RF Power Amplifiers

Power Switching

Small Signal Transistors

2011 SAM: $4.1B

Anti-Tamper

Board Level Systems

DC/DC

–

ICs

–

Converters

–

Subsystems

FPGAs/SoCs

GaAs Diodes

LED Backlighting

RadHard

–

MOSFETS

–

Hybrids

–

Transistors

Power over Ethernet

WLAN Power Amplifiers

A Model of Managed Growth

Consistently Driving SAM Expansion

Zarlink conservatively adds

approximately $1B to Microsemi’s

current $4.1B SAM

2011 Microsemi Corporation

Power Matters

$370

$679

FY2006

LTM

FY2011:

FY2010:

FY2009:

FY2008:

FY2007:

FY2006:

Proven History of Growth

(Defense Systems

Business)

2011 Microsemi Corporation

Note: LTM as of 4/3/11 and only includes approximately five months of Actel revenue. Fiscal years ending on or about September 30.

Microsemi Revenue

($ in millions)

(Power Products

Business)

Model for growth driven by 2/3 organic expansion and 1/3 strategic acquisitions

Strategic Rationale

Power Matters

Provision

Overview of Zarlink Semiconductor

Fabless mixed-signal semiconductor company

Communications & medical markets focus

Ultra low-power wireless

Network timing

Line Circuits

VoIP

Portfolio of more than 900 products

More than 400 customers

Headquartered in Ottawa, Ontario with

significant presence in Austin, Texas

519 employees as of March 25, 2011

Financial highlights (FY ended 3/25/11):

–

Revenue:

$230.2 million

–

Gross Margin:

51.7%

–

EBITDA:

$39.7 million

–

Operating Margin:

15.7% (non-GAAP, excludes one-

time items)

FY2011 Revenue Breakdown

2011 Microsemi Corporation

Asia Pacific

63%

Europe

20%

United States

16%

Other

Communication

Products

79%

Medical

Products

12%

Custom and

Other

Source: Zarlink 20-F filed on 6/6/2011.

Power Matters

Provision

Solidifies Medical Products Leadership

2011 Microsemi Corporation

Implantable Technology

Ultra low Power Wireless

MRI

Power Switching

High power RF

Defibrillator

Pacemaker

Portable Patient Monitoring

Processing:

Sense and Control

Power Management

Processing:

Sense and Control

Power Management

Oncology-Radiation

Treatment

Power Delivery, Management

Power Matters

Building a Leadership Communications Strategy

Power Conversion

Power Delivery

VoIP, FTTx, DSL

Network Timing & Synchronization

Voice Processing

Wireless WAN / LAN

RF Front End

Sense and Control

Power Management

Customizable System on Chip (cSoC)

Power over Ethernet (PoE)

2011 Microsemi Corporation

Power Matters

Strengthening Communications Penetration

DSL

FTTx

Hybrid

Cable

FTTx

PoE

Power Management

WAN / LAN

Subscriber Line Circuits

MSAN Deployment

High Quality VoIP

2011 Microsemi Corporation

Power Matters

Broad Customer Relationships

2011 Microsemi Corporation

Source: Company filings and press releases.

Transaction Rationale

Power Matters

Background of Discussions

Microsemi expresses

interest in exploring a

strategic transaction with

Zarlink to former CEO Kirk

Mandy

January –

April 2011

May 2011

June 2011

Microsemi expresses

continued interest in a

strategic transaction to

Zarlink’s Chairman, Adam

Chowaniec

Microsemi submits

indication of interest to

acquire Zarlink for CAD

$3.00 per share

Gary Tanner succeeds

Kirk Mandy as CEO

Zarlink’s Board of Directors

unanimously rejects

proposal and request for

an in-person meeting

Microsemi submits revised

indication to acquire

Zarlink for CAD $3.25 to

$3.55 per share (with

further diligence required

for high end of range)

Zarlink’s Board of Directors

unanimously rejects

revised proposal and

request for an in-person

meeting

2011 Microsemi Corporation

Power Matters

Provision

Strong Strategic Rationale

Strengthens Position in

High-Value, High Barrier-to-

Entry Markets

Expand Mixed-Signal Product

Portfolio and Design

Capabilities

Drive Revenue Growth

Building on Existing Product

Strategies and Overlapping

Customers

Financially Attractive

Fortify leading medical position -

ultra low-power radio

Continue to build strong position in communications

Enter large, growing timing market

Bolster existing portfolio with complementary medical

wireless and communications product families

Establish engineering talent centers in new geographic

locations

Communications products building on Microsemi’s

PoE, cSoC and RF offerings in enterprise & comms

Strong cross-selling potential in existing customer base

Increased content per application

Adds meaningful scale with similar financial profile

Opportunity to unlock operational benefits and synergies

Immediately accretive to EPS, before synergies

2011 Microsemi Corporation

Power Matters

Provision

Diversified, Balanced Market Exposure

2011 Microsemi Corporation

Revenue $679.1 million

Revenue $230.2 million

Revenue $909.3 million

Source: SEC Filings.

Note: LTM revenue figures ending Q1 of CY2011.

Defense &

Security

38%

Aerospace

23%

Enterprise &

Communications

20%

Industrial &

Alternative

Energy

19%

Communications

79%

Medical & Other

21%

Enterprise &

Communications

34%

Defense &

Security

29%

Industrial &

Alternative

Energy

20%

Aerospace

17%

Power Matters

$3,010

$2,634

$2,412

$1,492

$1,123

$909

$832

$679

$638

$486

$475

$305

$298

$213

$151

$134

$83

Significant Revenue Scale

($ in millions)

2011 Microsemi Corporation

Top Third of Industry Peers

Source: SEC Filings.

Note: LTM revenue figures ending Q1 of CY2011.

Power Matters

Financial Overview

Last Twelve Months

Long-Term

Model

Microsemi

Zarlink

Pro Forma

(2)

Revenue

$679.1

$230.2

$909.3

Gross Margin

52.4%

51.7%

52.2%

60%

EBITDA

(1)

$184.2

$39.7

$223.9

Operating

Margin

(1)

23.3%

15.7%

21.4%

30%

($ in millions)

Large revenue base with almost $1 billion in LTM revenue

Strong combined gross and operating margins

Significant cash flow generation

Note: LTM ending Q1 of CY2011.

(1)

Non-GAAP figures exclude stock-based compensation, amortization of acquired intangibles, restructuring charges and other one-time items.

(2)

Combined financials assume no synergies.

2011 Microsemi Corporation

Source: SEC Filings

Power Matters

Provision

Committed Acquisition Financing

2011 Microsemi Corporation

($ in millions)

Note:

EBITDA

calculated

annualizing

the

latest

fiscal

quarter

for

Microsemi

and

Zarlink.

(1) Non-GAAP figures exclude stock-based compensation, amortization of acquired intangibles, restructuring charges and other one-time items.

Debt

Most Recent

Quarter

Annualized

EBITDA

(1)

Debt /

Annualized

EBITDA

(1)

Microsemi (4/3/11)

$375.0

$244.4

1.5x

Additional Debt

425.0

Zarlink (3/25/11)

31.1

Pro Forma Microsemi

$800.0

$275.5

2.9x

Source: 8-K filed on 4/28/11 and two most recent 10-Qs for Microsemi; 6-K filed on 5/25/11 for Zarlink.

Power Matters

All Cash Premium Proposal vs. Status Quo

Microsemi’s Proposal

All-cash substantial premium

Larger platform and sales

organization strengthens

position in competitive

landscape

Continued investment in the

business and employees

Zarlink Standalone

Significant execution risk

Limited liquidity for shareholders

Unproven management

Microsemi’s proposal offers superior value to Zarlink’s shareholders

2011 Microsemi Corporation

Power Matters

Zarlink's Weak Historical Stock Price Performance

Last 5 Years Indexed

Source: FactSet.

2011 Microsemi Corporation

20%

40%

60%

80%

100%

120%

140%

160%

Zarlink

S&P/TSX

NASDAQ

SOX

Power Matters

Zarlink Standalone Risk Mitigated as Part of Microsemi

Improve competitive position vis-à-vis large incumbents

Improve supplier relationships and support

Leverage rich mixed-signal technology portfolio

Global sales / operations infrastructure

Eliminate customer / product concentration

Broaden end-market exposure

Benefit from additional growth vectors

2011 Microsemi Corporation

Scale

Resources

Diversity

Power Matters

Zarlink's Mixed Results

2011 Microsemi Corporation

Source: SEC filings and Zarlink press releases.

FY11A

Historical Growth

Revenues

FY09/FY10

FY10/FY11

FQ3/FQ4

Observations

Communications

$180.5

28%

(4%)

Line circuits/timing growing

Telecom network products declining

Medical

$28.6

(14%)

(5%)

10%

Medical telemetry growing

Audiologic medical products declining

Custom

$21.1

12%

(36%)

(23%)

Further R&D abandoned

Managing last time buys

Total

$230.2

13%

(4%)

June quarter guidance flat Q/Q

Power Matters

Compelling Offer for Zarlink Shareholders

2011 Microsemi Corporation

Source: Company filings, First Call Consensus and selected Wall Street research. Based on stock prices as of 7/19/11.

(1)

LTM

ending

CY2011;

enterprise

value

calculated

using

fully

diluted

outstanding.

(2)

Reflects median statistics. Comp Group Includes: AMCC, EXAR, TSX:GND, IDTI, MSPD, PMCS, SMTC, SLAB, SUPX and VTSS.

(3)

Assumes CAD 1.000 = $1.053.

(4)

Non-GAAP figures exclude stock based compensation, amortization of purchased intangibles, restructuring charges and other one-time items.

(5)

Based on First Call Consensus estimates and SEC filings.

(6)

Source:

Capital

IQ.

Includes

public

Canadian

M&A

transactions

with

cash

considerations

only,

between

$400mm

and

$2bn,

and

from

1/1/2006

7/19/2011.

9.4x

7.2x

11.2x

0.0x

2.0x

4.0x

6.0x

8.0x

10.0x

12.0x

Comp

Group

Zarlink

(Current)

Zarlink

(Offer)

1.5x

1.2x

1.9x

0.0x

0.5x

1.0x

1.5x

2.0x

2.5x

Comp

Group

Zarlink

(Current)

Zarlink

(Offer)

31%

40%

10%

20%

30%

40%

50%

Avg. Premium

Offer Premium

Enterprise Value / LTM Revenue

(1)

Enterprise Value / LTM EBITDA

(1)(4)

Canadian Premiums Paid Last 5 Years

(6)

(2)

(3)

(2)

(3)

Projected Revenue Growth CY10 –

CY11E

(5)

Comp Group

Zarlink

(2)

Conclusions and Next Steps

Power Matters

Conclusions and Next Steps

2011 Microsemi Corporation

Microsemi wishes to proceed on a friendly basis

We have a great respect for what Zarlink has accomplished since 2008,

and

believe

the

execution

risk

uncertain

plan

and

other

risks

are

mitigated as part of Microsemi

CAD $3.35 is a compelling valuation and an attractive liquidity option for

Zarlink shareholders

Zarlink’s

shareholder

meeting

July

27th

–

hope

shareholders

make

their feelings known

We are prepared to go directly to shareholders if Zarlink’s board refuses

to act in its shareholders’

interest

Microsemi has strong momentum in its own business

We will update you on our July 28th earnings call