XML 27 R8.htm IDEA: XBRL DOCUMENT v2.4.0.8
Pending Acquisition
6 Months Ended
Mar. 28, 2014
Business Combinations [Abstract]  
Pending Acquisition
On April 28, 2014, the Company and Panasonic Corporation (“Panasonic”) entered into a memorandum of understanding (the "MOU") providing for the formation of a joint venture with respect to the design, manufacture and sale of Panasonic’s SAW and TC SAW filter products. In connection with the consummation of the transaction contemplated by the MOU, and pursuant to a corporate spin-out, Panasonic will contribute to a newly created joint venture entity certain assets, properties, and rights related to its SAW and TC SAW filter business. Upon completion of the contribution described above, the Company will purchase for $148.5 million in cash, subject to certain adjustments as described in the MOU, a 66% interest in the joint venture entity (collectively, the “Transaction”). Following the two-year anniversary of the closing of the Transaction, the Company will have the right to acquire from Panasonic, and Panasonic will have the right to sell to the Company, the remaining 34% interest in the joint venture for $76.5 million, subject to certain adjustments as described in the MOU.
The parties expect the Transaction to close before the end of the fourth quarter of the Company’s fiscal year 2014, pending execution of certain Transaction-related agreements, receipt of customary regulatory approvals, and satisfaction of all closing conditions. The Company anticipates the Transaction will qualify as a business combination and plans to account for it using the acquisition method.