Microsemi Corporation

O’Melveny has played a critical role in Microsemi’s growth, having handled some 15 deals for the chipmaker over the past eight years, including its March 2016 definitive agreement to divest a component of a board level systems and packaging business to Mercury Systems, Inc. for US$300 million. In late 2015/early 2016, the firm advised Microsemi on its winning US$2.5 billion cash-and-stock “deal jump” to acquire PMC-Sierra, Inc., ending a six-week bidding war with a rival chipmaker over PMC-Sierra. The rival chipmaker originally offered to buy PMC-Sierra for US$2 billion on October 15, Microsemi launched a rival bid on October 19, and the companies each raised their respective offers with Microsemi coming out on top. To further advantage its offer, O’Melveny advised Microsemi to structure its bid as an exchange offer in order to leverage a speed and timing advantage over the rival chipmaker’s bid due to Microsemi’s offer not requiring any antitrust or competition approval outside the US.  To fund the PMC-Sierra acquisition, O’Melveny helped secure US$2.9 billion in financing from a Morgan Stanley-led group—including a high-yield bond offering (which was the first offering of 2016 during a turbulent bond market), a revolving credit facility, a senior secured term loan, and a senior secured Term Loan B.