Status Update:  Clearance

Acquirer:  Siemens Industry, Inc. (U.S.); Siemens AG (Germany)

Acquired:  Mentor Graphics Corporation (U.S.)

Value:  US$4.5 Billion

Industry:  Integrated Circuits; Electronic Engineering

UPDATE:  On March 9, 2017, Mentor Graphics Corporation and Siemens Industry, Inc.,  “received written notice from the Committee on Foreign Investment in the United States (“CFIUS”) that CFIUS had concluded its review under Section 721 of the U.S. Defense Production Act of 1950 of the transaction contemplated by the Agreement and Plan of Merger, dated November 12, 2016 . . .  and determined that there are no unresolved national security concerns with respect to such transaction, and advised that action under said Section 721, and any investigation related thereto, has concluded with respect to such transaction.”  (Mentor Graphics Form 8-K, Mar. 10, 2017, SEC Filing.)

Posted December 13, 2016

Status: Upcoming/New Filing

On November 12, 2016, Mentor Graphics Corporation, an Oregon corporation,  Siemens Industry, Inc., a Delaware corporation and subsidiary of German based Siemens AG, entered into an Agreement and Plan of Merger pursuant to which Mentor Graphics will merger into a subsidiary of Siemens Industry and survive as a wholly-owned subsidiary of Siemens Industry, “for $37.25 per share in cash, which represents an enterprise value of $4.5 billion.”  (Mentor Graphics and Siemens AG Press Release, Form 8-K, Ex-99.1, Nov. 14, 2016, SEC Filing; See Mentor Graphics Form 8-K, Nov. 14, 2016, SEC Filing.)  “Mentor is viewed as a global leader in strategic industry segments including IC design, test and manufacturing; electronic systems design and analysis; and emerging markets including automotive electronics.”  (Mentor Graphics and Siemens AG Press Release, Form 8-K, Ex-99.1, Nov. 14, 2016, SEC Filing.)  A Committee on Foreign Investment in the United States (CFIUS) clearance is a condition to the merger and the parties agreed to submit a joint voluntary notice to CFIUS “as promptly as reasonably practicable” following execution of the agreement.  (Agreement and Plan of Merger, Sections 9.01(d), 8.01(b); Form 8-K, Ex-2.1; Nov. 14 ,2016, SEC Filing.)