Buyer Consortium in the Approximately $1.9 Billion Going Private Transaction involving OmniVision Technologies

May 5, 2015

Cleary Gottlieb represented a consortium composed of Hua Capital Management, CITIC Capital Holdings and GoldStone Investment Co. in the going private transaction involving OmniVision Technologies. Under the terms of the agreement, OmniVision stockholders will receive $29.75 per share in cash, or a total of approximately $1.9 billion. The transaction documents were signed on April 30, 2015, and the transaction is expected to close in the third or fourth fiscal quarter of fiscal year 2016, subject to approval by OmniVision stockholders, regulatory approvals, including antitrust review in the U.S. and the People’s Republic of China, review and clearance by the Committee on Foreign Investment in the U.S., clearance or approval under applicable Taiwan law, and other customary closing conditions.

OmniVision is a leading developer of advanced digital imaging solutions. Its CameraChip™ and CameraCubeChip™ products are highly integrated, single-chip CMOS image sensors for consumer and commercial applications, including mobile phones, tablets and entertainment devices, notebooks and webcams, security and surveillance systems, digital still and video cameras, automotive and medical imaging systems. Hua Capital Management Co., based in Beijing, China, was founded by an experienced investment team focused on the semiconductor industry and related areas. CITIC Capital Holdings, founded in 2002, is an alternative investment management and advisory company with an AUM of over $4.6 billion. It is owned by CITIC Group, the largest Chinese conglomerate, Tencent Holdings Limited, China Investment Corporation, China’s sovereign wealth fund, and Qatar Holding. GoldStone Investment Co. was incorporated as a wholly-owned subsidiary of CITIC Securities in Oct 2007 and it is solely engaged in direct equity investment.