O2Micro announces completion of merger

O2Micro International announced the completion of the merger with Rim Peak Technology, a wholly owned subsidiary of FNOF Precious Honour Limited, pursuant to the previously announced Agreement and Plan of Merger, dated as of September 30, 2022, among the Company, Parent and Merger Sub. As a result of the Merger, the Company became a wholly owned subsidiary of Parent and will cease to be a publicly traded company. Pursuant to the Merger Agreement, which was approved by the Company’s shareholders at an extraordinary general meeting on January 31, 2023, at the effective time of the Merger, each ordinary share of the Company issued and outstanding immediately prior to the Effective Time, other than the Excluded Shares and Shares represented by the Company’s American depositary shares, has been cancelled in exchange for the right to receive US$0.10 in cash per Share, without interest and net of any applicable withholding taxes, and each ADS issued and outstanding immediately prior to the Effective Time, together with the Shares represented by such ADSs, has been cancelled in exchange for the right to receive US$5.00 in cash per ADS, without interest and net of any applicable withholding taxes. The Company also announced today that it requested that trading of its ADSs on Nasdaq Global Select Market be suspended. The Company requested that the Nasdaq file a Form 25 with the Securities and Exchange Commission notifying the SEC of the delisting of the Company’s ADSs on the Nasdaq and the deregistration of the Company’s registered securities. The deregistration will become effective 90 days after the filing of the Form 25 or such shorter period as may be determined by the SEC.