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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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AMENDMENT NO. 9
TO
SCHEDULE 14D-1
TENDER OFFER STATEMENT PURSUANT TO SECTION
14(d)(1) OF THE SECURITIES EXCHANGE ACT OF 1934
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CHIPS AND TECHNOLOGIES, INC.
(NAME OF SUBJECT COMPANY)
INTEL CORPORATION
INTEL ENTERPRISE CORPORATION
(BIDDERS)
COMMON STOCK, PAR VALUE $0.01 PER SHARE
(INCLUDING THE ASSOCIATED COMMON STOCK PURCHASE RIGHTS)
(TITLE OF CLASS OF SECURITIES)
170021109
(CUSIP NUMBER OF CLASS OF SECURITIES)
F. THOMAS DUNLAP, JR.
VICE PRESIDENT, GENERAL COUNSEL AND SECRETARY
INTEL CORPORATION
2200 MISSION COLLEGE BOULEVARD
SANTA CLARA, CALIFORNIA 95052
408-765-1125
(NAME, ADDRESS AND TELEPHONE NUMBER OF PERSON AUTHORIZING TO RECEIVE NOTICES
AND COMMUNICATIONS ON BEHALF OF BIDDER)
COPIES TO:
RICHARD M. RUSSO, ESQ.
GIBSON, DUNN & CRUTCHER LLP
1801 CALIFORNIA STREET, SUITE 4100
DENVER, COLORADO 80121
(303) 298-5700
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INTRODUCTION
This Amendment No. 9 dated January 22, 1998 to Tender Offer Statement on
Schedule 14D-1 dated August 1, 1997 (the "Schedule 14D-1") relates to the offer
by Intel Enterprise Corporation, a Delaware corporation ("Purchaser"), and a
wholly owned subsidiary of Intel Corporation, a Delaware corporation ("Intel"),
to purchase all outstanding shares of common stock, par value $0.01 per share
(the "Common Stock"), of Chips and Technologies, Inc., a Delaware corporation
(the "Company"), and the associated Common Stock purchase rights (the "Rights"
and, together with the Common Stock, the "Shares") issued pursuant to the Rights
Agreement dated as of August 23, 1989, between the Company and Bank of America,
NT & SA, at a price of $17.50 per Share, net to the seller in cash, upon the
terms and subject to the conditions set forth in the Offer to Purchase, dated as
of August 1, 1997 (the "Offer to Purchase"), and the related Letter of
Transmittal (which together constitute the "Offer").
Capitalized terms used and not otherwise defined herein shall have the
meanings given such terms in the Schedule 14D-1.
ITEM 6. INTERESTS IN SECURITIES OF THE SUBJECT COMPANY
Item 6 is hereby amended and supplemented by addition of the following
information thereto:
At 8:00 p.m., New York City time on January 21, 1998, the Offer expired.
A total of 23,162,979 Shares (including Shares tendered by guaranteed
delivery) were tendered and accepted for payment, representing
approximately 97.6 percent of the Shares outstanding.
ITEM 10. ADDITIONAL INFORMATION
Item 10 is hereby amended and supplemented by addition of the following
information thereto:
A copy of Intel's press release announcing the successful completion of
the Offer and its intention to complete its acquisition of the Company prior to
January 31, 1998 is filed as Exhibit (a) (16) to the Schedule 14D-1 and is
incorporated herein by reference.
ITEM 11. MATERIAL TO BE FILED AS EXHIBITS
Item 11 is hereby amended and supplemented by the addition of the
following exhibit.
(a)(16) Press release dated January 21, 1998, issued by Intel.
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EXHIBIT INDEX
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EXHIBIT EXHIBIT INDEX
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(a)(16) Press release dated January 21, 1998, issued by Intel.
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SIGNATURE
After due inquiry and to the best of his knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Dated: January 22, 1998
INTEL ENTERPRISE CORPORATION
By /s/ CARY I. KLAFTER
________________________
Cary I. Klafter
President
SIGNATURE
After due inquiry and to the best of his knowledge and belief, the
undersigned certifies that the information set forth in this statement is true,
complete and correct.
Dated: January 22, 1998
INTEL CORPORATION
By /s/ F. THOMAS DUNLAP, JR.
________________________
F. Thomas Dunlap, Jr.
Vice-President, General Counsel
and Secretary
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EXHIBIT (a)(16)
INTEL CORPORATION
2200 Mission College Blvd.
P.O. Box 58119
Santa Clara, CA 95052-8119
INTEL(R)
NEWS RELEASE
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CONTACT: Chuck Mulloy
(408) 765-3484
[email protected]
INTEL SUCCESSFULLY COMPLETES OFFER FOR
CHIPS AND TECHNOLOGIES, INC.
SANTA CLARA, Calif., Jan. 21, 1998 - Intel Corporation today announced the
successful completion of the tender offer by its subsidiary, Intel Enterprise
Corporation, for all outstanding shares of common stock of Chips and
Technologies, Inc. Approximately 23,162,979 shares of Chips and Technologies
common stock were tendered, and accepted representing approximately 97.6
percent of such shares outstanding (includes shares tendered by guaranteed
delivery).
Intel also announced that it intends to complete its acquisition of Chips
and Technologies remaining shares of common stock prior to January 31, 1998, by
merging Intel Enterprise Corporation into Chips and Technologies.
Intel, the world's largest chip maker, is also a leading manufacturer of
personal computer, networking, and communications products. Additional
information is available at www.intel.com pressroom.
