Status Update: Clearance
Acquirer: TDK Corporation (Japan)
Acquired: InvenSense, Inc. (U.S.)
Value: Approx. US$1.3 billion
Industry: Technology Services
UPDATE: InvenSense, Inc., a leading provider of MEMS sensor platforms, issued a statement on April 18, 2017 that “all necessary regulatory clearances have been received for the acquisition by TDK Corporation of InvenSense, including from the Committee on Foreign Investment in the United States (CFIUS).” (InvenSense Press Release, InvenSense Receives Regulatory Clearances, Apr. 18, 2017; see also InvenSense Schedule 14A, Apr. 18, 2017, SEC Filing.)
Posted on March 10, 2017
Status: Review
“InvenSense and TDK Corporation filed a joint voluntary notice with CFIUS on February 16, 2017. The notice has been accepted for review by CFIUS with the first day of the review period commencing on February 27, 2017.” (InvenSense Schedule 14A, Mar. 10, 2017, SEC Filing.)
Posted on February 14, 2017
Status: New Filing
On February 3, 2017, InvenSense Inc. publicly reported that “InvenSense and TDK Corporation filed a joint voluntary draft notice with CFIUS on January 24, 2017” in connection with InvenSense’s acquisition by TDK Corporation. (InvenSense, Schedule 14A, Feb. 3, 2017, SEC Filing.) The announcement further stated that “[o]n February 1, 2017, the parties received comments that will be addressed in their formal filing.” (Id.)
Posted on February 9, 2017
Status: Pending Filing
In a proxy statement dated February 3, 2017, InvenSense noted that along with TDK Corporation they “filed a joint voluntary draft notice with CFIUS on January 24, 2017. On February 1, 2017, the parties received comments that will be addressed in their formal filing.” (InvenSense, Form 14A, February 3, 2017, SEC Filing).
Posted on December 23, 2016
Status: Upcoming/New Filing
On December 21, 2016, InvenSense, Inc., a Delaware corporation entered into a merger agreement with TDK Corporation, a company organized under the laws of Japan, and its wholly owned subsidiary, TDK Sensor Solutions Corporation, a Delaware corporation, whereby InvenSense will merge into TDK Sensor Solutions and become a wholly-owned subsidiary of TDK Corporation for a total acquisition price of US$1.3 billion. (See InvenSense, Form 8-K, Dec. 21, 2016, SEC Filing; Joint Press Release, Form 8-K, Ex-99.2, Dec. 21, 2016, SEC Filing.) Committee on Foreign Investment in the United States (CFIUS) approval is a condition precedent to the merger. (See Agreement and Plan of Merger, Section 9.01(d), InvenSense, Form 8-K, Ex-2.1, Dec. 21, 2016, SEC Filing.)
InvenSense is a provider of motion sensor solutions, and TDK Corporation is a major electronics company. (See Joint Press Release, Form 8-K, Ex-99.2, Dec. 21, 2016, SEC Filing.) “The acquisition will enable TDK to combine InvenSense’s advanced suite of sensor and software platforms with its wide-ranging portfolio of magnetic, pressure, temperature, and microphone sensors.” (Id.)
