Milpitas, Calif. - Korean electronics giant Samsung has withdrawn its $5.85 billion offer to acquire SanDisk (NASD: SNDK), the maker of memory cards and MP3 players. "After nearly six months of efforts to pursue a transaction with no meaningful progress, we are withdrawing our proposal to acquire SanDisk," Yoon Woo Lee, vice chairman and CEO at Samsung Electronics, said in a statement.

"I am disappointed that we have been unable to reach an agreement on our proposal. I continue to believe that a combination of our two companies would have created a superior global brand, an unparalleled technology platform and the scale and resources to drive convergence in the marketplace."

For its part, SanDisk has maintained that Samsung's offer of $26 per share undervalues the company.

"From the start of this process SanDisk's Board has remained open to a transaction that recognizes SanDisk's long-term value and contains the right protections for SanDisk's shareholders," the company said in a statement.

"We repeatedly outlined a clear path to hold further discussions, including most recently in our letter on September 15, and Samsung consistently chose to ignore that path and, in fact, never contacted SanDisk regarding their proposal after we delivered our letter. We believe this raises questions about the real motivations behind Samsung's offer.

"Going forward, we remain committed to diligently executing against our business strategy and will continue to take appropriate steps to weather the current macroeconomic environment and ensure SanDisk's long-term success."

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