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Qualcomm确认收到博通修改后的收购提议

201825号,圣迭戈---Qualcomm Incorporated NASDAQ: QCOM)确认收到博通有限公司(NASDAQ: AVGO,以下简称:博通)修改后的、不具有法律约束力的单方面收购提议,博通提出以每股60美元现金加22美元博通股票的价格收购Qualcomm所有发行在外股份。

Qualcomm董事会的董事们严格按照其诚信义务行事,接下来将与其财务和法律顾问协商,对该修改后的提议进行评估,以寻求采取最符合Qualcomm公司及Qualcomm股东利益的后续行动。在董事会的评估结束前,Qualcomm将不再对此作出进一步评论。

20171113号,Qualcomm董事会一致拒绝了博通发出的以每股60美元现金加10美元博通股票的价格收购Qualcomm这一不具有约束力的、单方面收购提议。经过全面的评估,在与其财务和法律顾问协商后,Qualcomm董事会认为博通的提议显著低估了Qualcomm的价值并面临巨大的监管不确定性,认为该提议不符合Qualcomm股东的最大利益。

高盛公司(Goldman Sachs & Co. LLC)和Evercore and Centerview Partners担任Qualcomm的财务顾问。Paul, Weiss, Rifkind, Wharton & Garrison LLPCravath, Swaine & Moore LLP DLA Piper LLP (US)担任Qualcomm的法律顾问。

关于Qualcomm

Qualcomm发明的突破性技术改变了世界连接与沟通的方式。把手机连接到互联网,我们的发明开启了移动互联时代。今天,我们的发明是那些改变人们生活的产品、体验和行业的基础。Qualcomm引领世界迈向5G,我们看到新一轮蜂窝技术的变革将激发智能连接终端的新时代,并在联网汽车、远程健康医疗服务和物联网领域提供全新机遇。Qualcomm Incorporated包括技术许可业务(QTL)和我们绝大部分的专利组合。Qualcomm Technologies, Inc.QTI)是Qualcomm Incorporated的全资子公司,与其子公司一起运营我们所有的工程、研发活动以及所有产品和服务业务,其中包括半导体业务QCT。欲了解更多信息,请访问Qualcomm网站博客微博

ADDITIONAL INFORMATION

Qualcomm has filed a definitive proxy statement and WHITE proxy card with the U.S. Securities and Exchange Commission (the "SEC") in connection with its solicitation of proxies for its 2018 Annual Meeting of Stockholders (the "2018 Annual Meeting").  QUALCOMM STOCKHOLDERS ARE STRONGLY ENCOURAGED TO READ THE DEFINITIVE PROXY STATEMENT (AND ANY AMENDMENTS AND SUPPLEMENTS THERETO) AND ACCOMPANYING WHITE PROXY CARD AS THEY CONTAIN IMPORTANT INFORMATION.  Stockholders may obtain the proxy statement, any amendments or supplements to the proxy statement and other documents as and when filed by Qualcomm with the SEC without charge from the SEC's website at www.sec.gov.

CERTAIN INFORMATION REGARDING PARTICIPANTS

Qualcomm, its directors and certain of its executive officers may be deemed to be participants in connection with the solicitation of proxies from Qualcomm's stockholders in connection with the matters to be considered at the 2018 Annual Meeting.  Information regarding the identity of potential participants, and their direct or indirect interests, by security holdings or otherwise, is set forth in the proxy statement and other materials to be filed with the SEC.  These documents can be obtained free of charge from the sources indicated above.

CAUTIONARY NOTE REGARDING FORWARD-LOOKING STATEMENTS

Any statements contained in this document that are not historical facts are forward-looking statements as defined in the U.S. Private Securities Litigation Reform Act of 1995. Additionally, statements regarding operating results for future years, growth in operating results and the factors contributing to future operating results; the resolution of licensing disputes and the impact and timing thereof; expected market, industry, geographic and organic growth and trends; future serviceable addressable market size and growth; anticipated contributions from and growth in new opportunities; benefits from planned cost reductions; technology and product leadership and trends; Qualcomm's positioning to benefit from any of the above; potential benefits and upside to Qualcomm's stockholders related to any of the above; and the regulatory process and regulatory uncertainty are forward-looking statements. Words such as "anticipate," "believe," "estimate," "expect," "forecast," "intend," "may," "plan," "project," "predict," "should," "will" and similar expressions are intended to identify such forward-looking statements. These statements are based on Qualcomm's current expectations or beliefs, and are subject to uncertainty and changes in circumstances. Actual results may differ materially from those expressed or implied by the statements herein due to changes in economic, business, competitive, technological, strategic and/or regulatory factors, and other factors affecting the operations of Qualcomm. More detailed information about these factors may be found in Qualcomm's filings with the SEC, including those discussed in Qualcomm's most recent Annual Report on Form 10-K and in any subsequent periodic reports on Form 10-Q and Form 8-K, each of which is on file with the SEC and available at the SEC's website at www.sec.gov. SEC filings for Qualcomm are also available in the Investor Relations section of Qualcomm's website at www.qualcomm.com. Qualcomm is not obligated to update these forward-looking statements to reflect events or circumstances after the date of this document. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of their dates.