LATTICE SEMICONDUCTOR CORP FILES (8-K) Disclosing Termination of a Material Definitive Agreement, Other Events, Financial Statements and Exhibits

Edgar Glimpses |

Item 1.02. Termination of a Material Definitive Agreement.

As previously announced, on , Lattice Semiconductor Corporation, a Delaware corporation (the "Company") entered into an Agreement and Plan of Merger (as amended, the "Merger Agreement") with Canyon Bridge Acquisition Company, Inc., a Delaware corporation ("Parent"), and Canyon Bridge Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent, providing for the merger of Merger Sub with and into the Company, with the Company surviving the Merger as a wholly owned subsidiary of Parent (the "Merger").

The closing of the Merger was subject to certain closing conditions. These closing conditions included clearance by the Committee on Foreign Investment in the United States ("CFIUS") under the Defense Production Act of 1950, as amended. On , the President of the United States issued an order (the "Order") prohibiting the Merger. As a result of the issuance of the Order, clearance by CFIUS has not been obtained, the Merger cannot be consummated, and the Company has terminated the Merger Agreement in accordance with its terms. Neither the Company nor Parent will incur any termination fees in connection with the termination of the Merger Agreement.

Item 8.01. Other Events.

On , the Company issued a press release announcing the issuance of the Order by the President of the United States. The full text of the press release is attached hereto as Exhibit 99.1 and incorporated in its entirety herein by reference.

Item 9.01. Exhibits and Financial Statements.

(d) Exhibits

         No.                            Description

        99.1     Press release issued by the Company on .


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