WeissLaw LLP: Fairchild Semiconductor International Inc. Acquisition By ON Semiconductor Corporation May Not Be In The Best Interest Of FCS Shareholders

Nov 20, 2015, 13:20 ET from WeissLaw LLP

NEW YORK, Nov. 20, 2015 /PRNewswire/ -- The proposed acquisition of Fairchild Semiconductor International Inc. ("FCS" or the "Company") by ON Semiconductor Corporation ("ON") is being investigated by WeissLaw LLP for possible breaches of fiduciary duty and other violations of law by the Board of Directors of FCS.  On November 18, 2015, the Company announced it had reached a definitive agreement for ON to acquire all outstanding shares of FCS in a transaction valued at approximately $2.4 billion.  Under the terms of the agreement, FCS shareholders will receive $20 in cash for each FCS share they own. 

WeissLaw is investigating whether FCS's Board acted to maximize shareholder value prior to entering into the agreement.  Notably, the acquisition of FCS will solidify ON's position as a market leader in the production of non-memory chips.  Additionally, the transaction is expected to be immediately accretive to ON's non-GAAP earnings per share and free cash flow, with estimated synergies of $150 million within the first 18 months.  Finally, FCS shares traded at $20.84 as recently as May 19 of this year.

Given these facts, WeissLaw is investigating whether FCS's Board acted in the best interests of FCS's public shareholders by actively shopping the Company to maximize shareholder value prior to entering into the agreement with ON.  If you own FCS shares and would like more information about your rights or our investigation, or if you have information to share with us, please contact Joshua Rubin by telephone at (888) 593-4771 or by email at stockinfo@weisslawllp.com.  

WeissLaw LLP has litigated hundreds of stockholder class and derivative actions for violations of corporate and fiduciary duties.  We have recovered over a billion dollars for defrauded clients and obtained important corporate governance relief in many of these cases.  If you have information or would like legal advice concerning possible corporate wrongdoing (including insider trading, waste of corporate assets, accounting fraud, or materially misleading information), consumer fraud (including false advertising, defective products, or other deceptive business practices), or anti-trust violations, please email us at stockinfo@weisslawllp.com or fill out the form on our website, http://www.weisslawllp.com/contact/report_fraud/.

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