CSR to Merge With Zoran

LONDON -- CSR PLC ("CSR": LSE: CSR.L or the "Company") and Zoran Corporation ("Zoran": NASDAQ: ZRAN) have entered into a merger agreement (the "Merger Agreement") under which Zoran will merge with CSR (the "Merger") for an equity value equivalent to approximately US$679 million (the "Transaction Value"). Under the terms of the Merger Agreement, it is proposed that Zoran shareholders will receive 1.85 ordinary shares of CSR in the form of American Depositary Shares (each an "ADS"), for each share of Zoran common stock held. In addition, CSR announces that it intends to return up to US$240 million to shareholders via an on-market share buyback programme (the "Share Buyback").

CSR is a global leader in wireless connectivity and location. Zoran provides market-leading imaging and video technology for digital camera, home entertainment and multifunction printer products. In 2010, Zoran had total pro forma revenues of $441 million.

Strategic rationale
The merged company will provide differentiated, integrated technology that addresses the rapidly growing market for connected, location-aware multimedia devices including handsets, digital cameras and home entertainment equipment. Combining the two highly complementary technology portfolios is designed to uniquely position the merged company to deliver advanced platforms to capture and stream media-rich content. This will strengthen the ability of the combined customer base to provide differentiated products to the end consumer. The merger is designed to: