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Note 19 - Subsequent event
12 Months Ended
Jan. 28, 2012
Subsequent Event, Description
19.          Subsequent event

On March 21, 2012, we announced that we had signed an Asset Purchase Agreement (the “Purchase Agreement”) to serve as the “stalking horse” bidder to acquire certain assets of Trident Microsystems, Inc. and certain of its subsidiaries (collectively referred to as “Trident”) used in or related to Trident's digital television and PC television businesses (the “DTV Business”) for a purchase price of $21.0 million (the “Acquisition”).  The purchase price is subject to an adjustment based on the closing current asset balance of the DTV Business to the extent the closing current assets balance differs from a target current assets balance.  On March 23, 2012, we entered into the Purchase Agreement with Trident.  The Purchase Agreement was executed following approval by the United States Bankruptcy Court for the District of Delaware (“Court”) of bid procedures (the “Bid Procedures”) for an auction that allows other qualified bidders to submit higher or otherwise better offers, as required under Section 363 of the U.S. Bankruptcy Code.

Trident filed a petition for bankruptcy on January 4, 2012 in the Court, and Trident’s bankruptcy cases are currently pending.  The closing of the Acquisition, which is expected to occur in the second calendar quarter of 2012, remains subject to higher or otherwise better offers in accordance with the Bid Procedures, approval of the Acquisition and the Purchase Agreement by the Court and customary closing conditions.  If Trident accepts an offer other than the Company’s Purchase Agreement, the Company will be entitled to be paid a break-up fee and a reimbursement of its transaction expenses up to a specified maximum amount.

Pursuant to the Purchase Agreement, we will acquire all of Trident's DTV Business products, certain licensed intellectual property rights, specified tangible assets and other assets specified in the Purchase Agreement. Trident previously agreed to sell its set-top box business to another party, and Trident will retain its audio and terrestrial demodulator businesses.  We will also acquire leased facilities in Beijing, China and the right to use other facilities of Trident under a short term Facilities Use Agreement for facilities located in Shanghai, China.  We will assume certain specified liabilities of Trident.

Pursuant to the terms of the Purchase Agreement, certain employees of Trident whose services are used in the DTV Business and who accept employment offers from us will transfer to us at closing.  We and Trident will also enter into a transition services agreement with respect to Trident's provision of certain transition support services to us following the closing.  We will also receive transition support services from the purchaser of Trident's set-top box business, and may be required to perform transition support services to the purchaser of Trident’s set-top box business.  The Purchase Agreement provides that we and Trident will enter into a non-competition agreement which restricts Trident from competing in the DTV Business for two years following the closing.