SAN JOSE, Calif., July 7, 2014 /PRNewswire/ -- Atmel® Corporation
(NASDAQ: ATML), a leader in microcontroller and touch technology
solutions, today announced that it has signed a definitive
agreement to acquire Newport Media, Inc. ("NMI"), a leading
provider of high performance low power Wi-Fi and Bluetooth
solutions, that will enable Atmel to offer the industry's most
complete wireless portfolio of smart connected devices for the
"Internet of Things."
Adding to Atmel's already broad SmartConnect™ wireless
portfolio, NMI's 802.11n Wi-Fi and Bluetooth certified products
offer innovative, highly integrated solutions that will accelerate
seamless communication and connectivity for the Internet of
Things. NMI's products combined with Atmel's ultra-low
power microcontrollers are designed for a broad spectrum of
applications including industrial, home and building automation,
and consumer products requiring smaller form factors and longer
battery life.
The purchase price is $140 million
cash, subject to working capital adjustments, plus an additional
earn-out of up to $30 million to be
paid subject to achievement of future revenue thresholds over two
years. The transaction is subject to customary closing
conditions, including anti-trust review, and is expected to close
during the third calendar quarter. Atmel will fund the
transaction with cash on hand and borrowings under its existing
credit facility.
NMI recorded $43 million in annual
revenue during 2013 and the acquisition is expected to be accretive
to Atmel's non-GAAP financials in the second half of 2015.
"This acquisition immediately adds 802.11n Wi-Fi and Bluetooth
to our offerings and will accelerate our introduction of low-energy
Bluetooth products," said Steve Laub Atmel's President and CEO.
"Combined with our existing Wi-Fi and Zigbee solutions and industry
leading microcontroller portfolio, Atmel is positioned for
substantial growth in the Internet of Things marketplace."
Conference Call and Presentation Materials
Atmel will
hold a teleconference and webcast at 4:30
p.m. ET today to discuss this transaction. The conference
call will be webcast live and can also be monitored by dialing
1-706-758-4519. The conference ID number is 62448511 and
participants are encouraged to initiate their calls 10 minutes
prior to the 4:30 p.m. ET start time
to ensure a timely connection. The webcast will contain certain
presentation materials that we will reference on the conference
call and will be accessible at http://ir.atmel.com/ and will
be archived for 12 months.
A replay of the July 7, 2014
conference call will be available the same day at approximately
7:00 p.m. ET and will be archived for
48 hours. The replay access number is 1-404-537-3406. The access
code is 62448511.
About Atmel
Atmel is a worldwide leader in the design
and manufacture of microcontrollers, capacitive touch solutions,
advanced logic, mixed-signal, nonvolatile memory and radio
frequency (RF) components. Leveraging one of the industry's
broadest intellectual property (IP) technology portfolios, Atmel is
able to provide the electronics industry with complete system
solutions focused on industrial, consumer, communications,
computing and automotive markets.
©2014 Atmel Corporation. Atmel®, Atmel logo and combinations
thereof, Enabling Unlimited Possibilities®, and others are
registered trademarks or trademarks of Atmel Corporation in
U.S. and other countries. Other terms and product names may be
trademarks of others.
Safe Harbor for Forward-Looking Statements
Statements
in this release, including those regarding Atmel's forecasts,
business outlook, expectations, new product launches, and beliefs,
among others, are forward-looking statements that involve risks and
uncertainties. These statements may include comments about our
future operating and financial performance, including our outlook
for 2014 and beyond, our expectations regarding market share and
product revenue growth, and Atmel's strategies. All forward-looking
statements included in this release are based upon information
available to Atmel as of the date of this release, which may
change. These statements are not guarantees of future performance
and actual results could differ materially from our current
expectations. Factors that could cause or contribute to such
differences include, without limitation, general global
macroeconomic and geo-political conditions; the cyclical nature of
the semiconductor industry; the inability to realize the
anticipated benefits of transactions related to acquisitions,
restructuring activities or other initiatives in a timely manner or
at all; the impact of competitive products and pricing; disruption
to our business caused by our increased dependence on outside
foundries, financial instability or insolvency proceedings
affecting some of those foundries, and associated litigation
involving us in some cases; industry and/or company overcapacity or
undercapacity, including capacity constraints of our independent
assembly contractors; the success of our customers' end products
and timely design acceptance by our customers; timely introduction
of new products and technologies (including, for example, our
XSense and new maXTouch products) and implementation of new
manufacturing technologies; our ability to ramp new products into
volume production; our reliance on non-binding customer forecasts
and the absence of long-term supply contracts with most of our
customers; financial stability in foreign markets and the impact or
volatility of foreign exchange rates; unanticipated changes in
environmental, health and safety regulations; our dependence on
selling through independent distributors; the complexity of our
revenue recognition policies; information technology system
failures; business interruptions, natural disasters or terrorist
acts; unanticipated costs and expenses or the inability to identify
expenses which can be eliminated; the market price or increased
volatility of our common stock; disruptions in the availability of
raw materials; compliance with U.S. and international laws and
regulations by us and our distributors; our dependence on key
personnel; our ability to protect our intellectual property rights;
litigation (including intellectual property litigation in which we
may be involved or in which our customers may be involved,
especially in the mobile device sector), and the possible
unfavorable results of legal proceedings; and other risks detailed
from time to time in Atmel's SEC reports and filings, including our
Form 10-K for the year ended December 31,
2013, filed on February 28,
2014. Atmel assumes no obligation and does not intend to
update any forward-looking statements, whether as a result of new
information, future events or otherwise.
Media Contact:
Sander
Arts
Vice President Corporate Marketing
(408) 451-4885
Investor Contact:
Peter
Schuman
Senior Director, Investor Relations
(408) 437-2026
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SOURCE Atmel Corporation