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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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AMENDMENT NO. 6
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. 6 dated December 15, 1997 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 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 that the Offer has been
extended and that the Offer and withdrawal rights will now expire at 8:00
p.m., New York City time, on January 19, 1998 and that Intel expects
to receive a decision from the Federal Trade Commission with respect to the
Offer by January 9, 1998 is filed as Exhibit (a) (13) 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)(13) Press release dated December 15, 1997, issued by Intel.
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EXHIBIT INDEX
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EXHIBIT EXHIBIT INDEX
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(a)(13) Press release dated December 15, 1997, 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: December 15, 1997
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: December 15, 1997
INTEL CORPORATION
By /s/ F. THOMAS DUNLAP, JR.
F. Thomas Dunlap, Jr.
Vice-President, General Counsel
and Secretary
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Exhibit (a)(13)
CONTACT: Chuck Mulloy
Press Relations
(408) 765-3484
[email protected]
Gordon Casey
Investor Relations
(408) 765-1480
[email protected]
INTEL CORPORATION EXTENDS OFFER
FOR CHIPS AND TECHNOLOGIES, INC.
SANTA CLARA, Calif., December 15, 1997 -- Intel Corporation today announced that
the expiration date for the $17.50 per share tender offer by Intel's subsidiary,
Intel Enterprise Corporation, for all outstanding shares of common stock of
Chips and Technologies, Inc., has been extended until 8 p.m., New York time, on
January 19, 1998. This extension is the result of the previously announced
Federal Trade Commission ("FTC") request for additional information concerning
the transaction under the Hart-Scott-Rodino Antitrust Improvements Act of 1976
and reflects Intel's expectation that it will receive, on or before January 9,
1998, the FTC's decision as to whether or not it intends to challenge the
transaction.
As of the close of business on December 12, 1997, approximately 14,406,000
shares of common stock of Chips and Technologies, Inc., had been tendered in the
tender offer. This constitutes approximately 65 percent of Chips and
Technologies shares outstanding as of the commencement of the tender offer.
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.
