[VIMICRO ANNOUNCES SHAREHOLDERS VOTE TO APPROVE GOING PRIVATE TRANSACTION Immediately after the completion of the merger, Parent will be ultimately beneficially owned by Dr. Zhonghan (John) Deng, founder, chairman and chief executive officer of the Company, Mr. Zhaowei (Kevin) Jin, co-chief executive officer and a board member of the Company, Dr. Xiaodong (Dave) Yang and Mr. Shengda Zan. Approximately 58.93%] []
[AMENDMENT NO.1 TO THE AGREEMENT AND PLAN OF MERGER Amendment Parent Merger Sub Company RECITALS Merger Agreement WHEREAS, Parent, Merger Sub and the Company are parties to that certain Agreement and Plan of Merger, dated as of September 15, 2015 (the “ Section 9.4 WHEREAS, the Special Committee has reviewed and, after determining that the revisions to the Merger Agreement] [AMENDMENT No. 1 TO THE ROLLOVER AGREEMENT Amendment Parent Merger Sub Company Rollover Shareholder Rollover Shareholders RECITALS Merger Agreement Rollover Agreement Schedule 1 Section 12(i) WHEREAS, Parent, Merger Sub and the Rollover Shareholders are parties to that certain Rollover Agreement, dated as of September 15, 2015 (the “ WHEREAS, Parent and each Rollover Shareholder desire to amend the Rollover Agreement] []
[AMENDMENT NO.1 TO THE AGREEMENT AND PLAN OF MERGER Amendment Parent Merger Sub Company RECITALS Merger Agreement WHEREAS, Parent, Merger Sub and the Company are parties to that certain Agreement and Plan of Merger, dated as of September 15, 2015 (the “ Section 9.4 WHEREAS, the Special Committee has reviewed and, after determining that the revisions to the Merger Agreement] [AMENDMENT No. 1 TO THE ROLLOVER AGREEMENT Amendment Parent Merger Sub Company Rollover Shareholder Rollover Shareholders RECITALS Merger Agreement Rollover Agreement Schedule 1 Section 12(i) WHEREAS, Parent, Merger Sub and the Rollover Shareholders are parties to that certain Rollover Agreement, dated as of September 15, 2015 (the “ WHEREAS, Parent and each Rollover Shareholder desire to amend the Rollover Agreement] []
[Vimicro International Corporation November 5, 2015 Shareholders of Vimicro International Corporation Re: Notice of Extraordinary General Meeting of Shareholders Dear Shareholder: th You are cordially invited to attend an extraordinary general meeting of shareholders of Vimicro International Corporation (the Company) to be held on December 15, 2015 at 10:00 a.m. (Hong Kong Time). The meeting will be held at 26] [With copies to: th David T. Zhang Steven Liu This statement is filed in connection with (check the appropriate box): o o The filing of a registration statement under the Securities Act of 1933. o A tender offer x None of the above]
[Vimicro International Corporation Announces Extraordinary General Meeting of Shareholders ir@vimicro.com Vimicro International Corporation SHAREHOLDERS AND ADS HOLDERS ARE URGED TO READ CAREFULLY AND IN THEIR ENTIRETY THESE MATERIALS AND OTHER MATERIALS FILED WITH OR FURNISHED TO THE SEC WHEN THEY BECOME AVAILABLE, AS THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY, THE PROPOSED MERGER AND RELATED MATTERS. The Company and] []
[Vimicro International Corporation Announces Extraordinary General Meeting of Shareholders ir@vimicro.com Vimicro International Corporation SHAREHOLDERS AND ADS HOLDERS ARE URGED TO READ CAREFULLY AND IN THEIR ENTIRETY THESE MATERIALS AND OTHER MATERIALS FILED WITH OR FURNISHED TO THE SEC WHEN THEY BECOME AVAILABLE, AS THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY, THE PROPOSED MERGER AND RELATED MATTERS. The Company and] []
[Vimicro International Corporation , 2015 Shareholders of Vimicro International Corporation Re: Notice of Extraordinary General Meeting of Shareholders Dear Shareholder: th You are cordially invited to attend an extraordinary general meeting of shareholders of Vimicro International Corporation (the Company) to be held on , 2015 at 10:00 a.m. (Hong Kong Time). The meeting will be held at 26 At the] [With copies to: th David T. Zhang Steven Liu This statement is filed in connection with (check the appropriate box): o o The filing of a registration statement under the Securities Act of 1933. o A tender offer x None of the above]
[Vimicro International Corporation , 2015 Shareholders of Vimicro International Corporation Re: Notice of Extraordinary General Meeting of Shareholders Dear Shareholder: th You are cordially invited to attend an extraordinary general meeting of shareholders of Vimicro International Corporation (the Company) to be held on , 2015 at 10:00 a.m. (Hong Kong Time). The meeting will be held at 26 At the] [With copies to: th David T. Zhang Steven Liu This statement is filed in connection with (check the appropriate box): o o The filing of a registration statement under the Securities Act of 1933. o A tender offer x None of the above]
[26th Floor, Gloucester Tower The Landmark 15 Queen’s Road Central Hong Kong Telephone: +852 3761 3300 Facsimile: +852 3761 3301 www.kirkland.com David Zhang To Call Writer Directly david.zhang@kirkland.com November 3, 2015 VIA EDGAR Mr. Nicholas P. Panos, Senior Special Counsel Office of Mergers and Acquisitions 100 F. Street, N.E. Re: Vimicro International Corporation Schedule 13E-3/A Filed on October 23, 2015]
[26th Floor, Gloucester Tower The Landmark 15 Queen’s Road Central Hong Kong Telephone: +852 3761 3300 Facsimile: +852 3761 3301 www.kirkland.com David Zhang To Call Writer Directly david.zhang@kirkland.com November 3, 2015 VIA EDGAR Mr. Nicholas P. Panos, Senior Special Counsel Office of Mergers and Acquisitions 100 F. Street, N.E. Re: Vimicro International Corporation Schedule 13E-3/A Filed on October 23, 2015]
