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Published on 8/12/2008 in the Prospect News Special Situations Daily.

Jazz Technologies sets meeting date for merger vote

By Lisa Kerner

Charlotte, N.C., Aug. 12 - Jazz Technologies, Inc. will hold a special meeting of stockholders on Sept. 17 at 1 p.m. ET.

Record date for the meeting is Aug. 8, Jazz said in a letter to its stockholders.

Stockholders will be asked to approve and adopt the agreement and plan of merger and reorganization with Tower Semiconductor Ltd. and its wholly owned subsidiary, Armstrong Acquisition Corp.

It was previously reported that Tower Semiconductor agreed to acquire Jazz in a stock-for-stock deal valued at $169 million, including net debt.

Each outstanding share of Jazz common stock will be converted into the right to receive 1.8 Tower ordinary shares.

The Jazz board of directors unanimously recommends that its stockholders vote in favor of the deal.

Tower is a Migdal Haemek, Israel, independent specialty wafer foundry.

Jazz is the parent company of Jazz Semiconductor, Inc., an independent wafer foundry based in Newport Beach, Calif.


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