UPDATE: ON Semiconductor to Acquire Fairchild Semiconductor for $20.00/Share; $2.4B in Cash

ON Semiconductor Corporation

("ON Semiconductor") and Fairchild Semiconductor International Inc.

("Fairchild") today announced that they have entered into a definitive agreement for ON Semiconductor to acquire Fairchild for $20.00 per share in an all cash transaction valued at approximately $2.4 billion. The acquisition creates a leader in the power semiconductor market with combined revenue of approximately $5 billion, diversified across multiple markets with a strategic focus on automotive, industrial and smartphone end markets.1 This Smart News Release features multimedia. View the full release here: http://www.businesswire.com/news/home/20151118005586/en/ "The combination of ON Semiconductor and Fairchild creates a power semiconductor leader with strong capabilities in a rapidly consolidating semiconductor industry. Our