Elliott Provides Further Details and Announces a Further Increase of its Ownership of Interests
Dear Fellow Dialog Shareholders:
We are writing to you on behalf of Elliott Associates, L.P. and Elliott International, L.P. (together, "Elliott" or "we") which combined own interests in 5.0% of the voting rights exercisable in Dialog Semiconductor PLC (XTRA: DLG) (the "Company" or "Dialog").
On 20 September 2015 Dialog announced it had entered into a binding agreement to acquire Atmel Corporation ("Atmel") for total consideration of approximately US\\$4.6bn (the "Transaction").
On 9 November 2015 Elliott publically released documents (the "Initial Documents") which outlined in detail the many reasons we believe that the Transaction's consummation would be value destructive for Dialog Shareholders. On 11 November 2015 Elliott publically released an additional
letter (the "Additional Letter") providing further explanation of our position regarding the Transaction. The Initial Documents, the Additional Letter and this letter can be found at www.VoteAgainstAtmel.com.
Voting Instructions
We intend to VOTE AGAINST the Transaction with our entire 5.0% ownership interest and continue to urge you to do the same.
The Transaction requires the approval of the simple majority of Dialog Shareholders voting at the forthcoming Dialog Shareholder meeting to be held on 19 November 2015 (the "General Meeting") - historical turnouts at Dialog general meetings have been as low as 30% over the last five years -your vote will make a difference.
It is not too late to VOTE AGAINST the Transaction, but do not delay and instruct the Company or your custodian(s) or nominee(s) as soon as possible. The official proxy voting deadline is 12 noon GMT (1.00 p.m.(CET)) on Tuesday 17 November 2015 (the "Record Date"). Although proxy votes may be cast or changed up to the Record Date, custodians and nominees will have a deadline in advance of this date, but may continue to process votes on a best endeavours basis through to the Record Date.
Should you require assistance with any part of the voting process, please contact Boudicca Proxy Consultants (contact details can be found below).
Conclusion
Following the publication of the Additional Letter, we have continued to be pleased and encouraged by the feedback we have received from fellow Dialog Shareholders and look forward to further engagement over the coming days.
Yours faithfully,
Elliott Management Corporation
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