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MEMS > SEC Filings for MEMS > Form 8-K on 20-Nov-2012All Recent SEC Filings

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Form 8-K for MEMSIC INC


20-Nov-2012

Regulation FD Disclosure, Financial Statements and Exhibits


Item 7.01 Regulation FD Disclosure.

On November 20, 2012, we issued a press release disclosing our receipt of an unsolicited, non-binding proposal from IDG-Accel China Growth Fund II L.P., for itself and on behalf of its affiliated funds and certain nominees (collectively, "IDG"), to acquire all outstanding shares of common stock of MEMSIC not currently owned by IDG or its affiliates for cash in the amount of $4.00 per share.

In response to the proposal, our Board of Directors has established a Special Committee of the Board comprised of our three independent directors. The Special Committee has engaged RBC Capital Markets, LLC as its financial advisor to assist it in evaluating this proposal and all other strategic alternatives, and will consider the IDG proposal and related matters carefully in due course, consistent with the Board's fiduciary duties to act in the best interest of our stockholders.

Copies of the IDG proposal and our press release are attached as Exhibits 99.1 and 99.2 to this Report, respectively.

Information contained herein, including Exhibits 99.1 and 99.2, shall not be deemed filed for the purposes of the Securities Exchange Act of 1934, nor shall such information and Exhibit be deemed incorporated by reference in any filings under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such a filing.



Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit 99.1 Letter dated November 10, 2012 from IDG-Accel China Growth Fund II L.P.
Exhibit 99.2 Press release dated November 20, 2012.


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