NORWOOD, Mass., Oct. 13, 2017 (GLOBE NEWSWIRE) -- Xcerra Corporation (Nasdaq:XCRA) announced today that, at the Company’s Special Meeting of Stockholders held October 12, 2017, Xcerra stockholders approved the previously announced Agreement and Plan of Merger, as assigned and amended, by and among Hubei Xinyan Equity Investment Partnership, China Integrated Circuit Industry Investment Fund Co., Ltd. and the Company, as joined by Unic Acquisition Corporation.

40,704,975 shares were voted in favor of the Agreement, which represents 98.7% of the total shares voted, or 74.88% of the total shares outstanding as of August 23, 2017, the record date for the Special Meeting. There were approximately 54.4 million shares of Xcerra common stock outstanding and entitled to vote at the Special Meeting.

David Tacelli, president and chief executive officer of Xcerra, commented, “Obtaining approval of the merger from our stockholders was an important step toward realizing the value and benefits this deal will bring to investors, customers and employees. The transaction will strengthen our competitive positioning and growth potential on a global basis and allow us to make long-term investments in innovation, fund the development of new products, and broaden and strengthen our customer relationships around the world.”

Xcerra and Xinyan are continuing to pursue regulatory clearance of the transaction by the Committee on Foreign Investment in the United States (CFIUS) and subsequent consummation of the merger. Additional information about the CFIUS review process can be found in the definitive proxy statement filed by Xcerra with the Securities and Exchange Commission on September 5, 2017.

Pursuant to the terms of the Agreement, Xinyan will acquire Xcerra for the agreed-upon purchase price of $10.25 per share. In addition to CFIUS clearance, the closing of the proposed transaction remains subject to other conditions, including the receipt of required regulatory approvals in the U.S., China, and other international jurisdictions. The transaction is expected to close as soon as all of such regulatory approvals are received.

Cowen and Company, LLC is serving as financial advisor to the Company, and Latham & Watkins LLP is serving as the Company’s outside legal counsel.

About Xcerra

Xcerra Corporation is comprised of four businesses in the semiconductor and electronics manufacturing test markets: atg-Luther & Maelzer, Everett Charles Technologies, LTX-Credence and Multitest. The combination of these businesses creates a company with a broad spectrum of semiconductor and PCB test expertise that drives innovative new products and services, and the ability to deliver to customers fully integrated semiconductor test cell solutions. The Company addresses the broad, divergent requirements of the mobility, industrial, automotive and consumer end markets, offering a comprehensive portfolio of solutions and technologies, and a global network of strategically deployed applications and support resources. Additional information can be found at www.xcerra.com or at each product group’s website; www.atg-lm.com, www.ectinfo.com, www.ltxc.com and www.multitest.com.

About Hubei Xinyan Equity Investment Partnership (Limited Partnership) or Xinyan

Xinyan is a limited partnership formed in 2017 under the laws of PRC as a buy-out investment fund established solely for the purpose of engaging in the transactions contemplated by the Agreement with a capital commitment of RMB 3.57 billion (equivalent to approximately US$541.5 million). The general partner of Xinyan is a limited liability company (“GP”) formed under the laws of the PRC in 2017. The largest investor of GP is Unic Capital Management Co., Ltd. (“Unic Capital”).

About Unic Capital Management Co., Ltd. or Unic Capital

Unic Capital is a limited liability company formed in 2016 under the laws of PRC. Unic Capital is a capital and asset management firm, which makes long-term investments in semiconductor and other advanced technology industries.

About China Integrated Circuit Industry Investment Fund Co., Ltd. or China IC Fund

China IC Fund is a market-oriented fund focusing on investment in semiconductor and related industries. China IC Fund has issued an equity commitment letter to Xinyan pursuant to which, subject to the terms and conditions contained in the equity commitment letter, China IC Fund has committed to provide certain equity funding to Xinyan solely for funding the merger consideration payable under the Agreement and related costs and expenses.