Skyworks Solutions, Inc. (NASDAQ: SWKS), an innovator of high
reliability analog and mixed signal semiconductors enabling a broad
range of end markets, today signed a definitive agreement to
purchase SiGe Semiconductor, Inc., a leading global supplier of
radio frequency (RF) front-end solutions that are facilitating
wireless multimedia across a wide range of applications. The
acquisition of SiGe, a fabless semiconductor provider, complements
Skyworks’ leadership in wide area front-end solutions by adding
SiGe’s innovative short range, silicon-based products. As a result,
Skyworks will be able to offer customers a comprehensive wireless
networking product portfolio, supporting all key operating
frequencies with architectural flexibility to address a variety of
high growth applications. Specifically, via this transaction,
Skyworks immediately expands its addressable content opportunity
within several strategic product areas including smart phones,
tablets, gaming consoles, notebook PCs and home automation
systems.
“Skyworks’ acquisition of SiGe Semiconductor underscores our
commitment to capitalize on ubiquitous wireless connectivity,” said
David J. Aldrich, president and chief executive officer of
Skyworks. “To that end, this acquisition is highly complementary in
terms of our addressed markets, sales channels, process
technologies, design methodologies and baseband partnerships. At
the same time, the SiGe business presents significant operational
and cost synergies yielding immediate earnings accretion and
long-term shareholder value creation.”
“Skyworks clearly represents the best strategic and cultural fit
for SiGe Semiconductor,” said Sohail Khan, president and chief
executive officer of SiGe Semiconductor. “Both companies have a
long history of front-end innovation and a shared vision of the
future of band-intensive wireless networking. Together, we can
develop and deliver products of unprecedented integration and
improve our customers’ performance in the increasingly connected
wireless world.”
Skyworks will pay $210 million in cash, plus an additional $65
million if certain performance targets are met over the next 12
months. The transaction has been approved by Skyworks’ and SiGe’s
boards of directors and is anticipated to close in June, subject to
customary closing conditions, including the receipt of domestic and
foreign regulatory approvals. Excluding any non-recurring
acquisition related charges and amortization of acquired
intangibles, Skyworks expects the acquisition to be immediately
accretive to non-GAAP earnings and will finalize estimates of the
transaction’s financial impact, as well as the accounting for the
transaction, upon deal close.
SiGe Semiconductor’s diverse and comprehensive product portfolio
provides the performance, range and reliability required by
802.11b/g/a/n, Bluetooth®, WiMAX, GPS and ZigBee® Systems. The
company’s innovative utilization of silicon-based semiconductor
technologies simplifies the integration of RF signal processing for
many of today’s leading consumer, commercial and industrial
electronics companies. Key SiGe customers include Cisco, Dell,
Huawei, Hewlett-Packard, NetGear, Itron, Microsoft, Nintendo,
Samsung and Sony.
Skyworks Conference Call
Skyworks will be hosting a conference call on May 18 at 8:00
a.m. Eastern to discuss the acquisition. To listen to the
conference call via the Internet, please visit the investor
relations section of Skyworks' Web site. To listen to the
conference call via telephone, please call 800-768-6544 (domestic)
or 785-830-7990 (international), confirmation code: 9593511.
Playback of the conference call will begin at 11:00 a.m. Eastern
time on May 18, and end at 11:00 a.m. Eastern time on May 25. The
replay will be available on Skyworks' Web site or by calling
888-203-1112 (domestic) or 719-457-0820 (international), pass code:
9593511.
About SiGe Semiconductor
SiGe Semiconductor is a leading provider of highly integrated RF
semiconductor front-end solutions that enable wireless connectivity
across a wide range of applications. Our innovative solutions
integrate multiple RF functions into a single semiconductor device
to deliver an optimal combination of performance, power output and
efficiency, and size. Our predominant use of standard silicon based
processes and fabless manufacturing model enables us to achieve
high levels of functional integration, leverage the economies of
scale of high volume manufacturing technology, maintain low costs
and accelerate our time-to-market. We have shipped more than 750
million front-end solutions since our inception, primarily
consisting of Wi-Fi™ front end modules and power amplifiers.
About Skyworks
Skyworks Solutions, Inc. is an innovator of high reliability
analog and mixed signal semiconductors. Leveraging core
technologies, Skyworks offers diverse standard and custom linear
products supporting automotive, broadband, cellular infrastructure,
energy management, industrial, medical, military and mobile handset
applications. The Company’s portfolio includes amplifiers,
attenuators, detectors, diodes, directional couplers, front-end
modules, hybrids, infrastructure RF subsystems,
mixers/demodulators, phase shifters, PLLs/synthesizers/VCOs, power
dividers/combiners, receivers, switches and technical ceramics.
Headquartered in Woburn, Mass., Skyworks is worldwide with
engineering, manufacturing, sales and service facilities throughout
Asia, Europe and North America. For more information, please visit
Skyworks’ Web site at: www.skyworksinc.com.
Safe Harbor Statement
This news release includes "forward-looking statements" intended
to qualify for the safe harbor from liability established by the
Private Securities Litigation Reform Act of 1995. These
forward-looking statements include without limitation information
relating to future results and expectations of Skyworks (including
without limitation certain projections and business trends).
Forward-looking statements can often be identified by words such as
"anticipates," "expects," "forecasts," "intends," "believes,"
"plans," "may," "will," or "continue," and similar expressions and
variations or negatives of these words. All such statements are
subject to certain risks, uncertainties and other important factors
that could cause actual results to differ materially and adversely
from those projected, and may affect our future operating results,
financial position and cash flows.
These risks, uncertainties and other important factors include,
but are not limited to: whether we are able to satisfy the closing
conditions and close our acquisition of SiGe Semiconductor; whether
we are able to successfully integrate SiGe Semiconductor's
operations; uncertainty regarding global economic and financial
market conditions; the susceptibility of the wireless semiconductor
industry and the markets addressed by our, and our customers',
products to economic downturns; the timing, rescheduling or
cancellation of significant customer orders and our ability, as
well as the ability of our customers, to manage inventory; losses
or curtailments of purchases or payments from key customers, or the
timing of customer inventory adjustments; the availability and
pricing of third party semiconductor foundry, assembly and test
capacity, raw materials and supplier components; changes in laws,
regulations and/or policies in the United States that could
adversely affect financial markets and our ability to raise
capital; our ability to develop, manufacture and market innovative
products in a highly price competitive and rapidly changing
technological environment; economic, social and political
conditions in the countries in which we, our customers or our
suppliers operate, including security and health risks, possible
disruptions in transportation networks and fluctuations in foreign
currency exchange rates; fluctuations in our manufacturing yields
due to our complex and specialized manufacturing processes; delays
or disruptions in production due to equipment maintenance, repairs
and/or upgrades; our reliance on several key customers for a large
percentage of our sales; fluctuations in the manufacturing yields
of our third party semiconductor foundries and other problems or
delays in the fabrication, assembly, testing or delivery of our
products; our ability to timely and accurately predict market
requirements and evolving industry standards, and to identify
opportunities in new markets; uncertainties of litigation,
including potential disputes over intellectual property
infringement and rights, as well as payments related to the
licensing and/or sale of such rights; our ability to rapidly
develop new products and avoid product obsolescence; our ability to
retain, recruit and hire key executives, technical personnel and
other employees in the positions and numbers, with the experience
and capabilities, and at the compensation levels needed to
implement our business and product plans; lengthy product
development cycles that impact the timing of new product
introductions; unfavorable changes in product mix; the quality of
our products and any remediation costs; shorter than expected
product life cycles; problems or delays that we may face in
shifting our products to smaller geometry process technologies and
in achieving higher levels of design integration; and our ability
to continue to grow and maintain an intellectual property portfolio
and obtain needed licenses from third parties, as well as other
risks and uncertainties, including but not limited to those
detailed from time to time in our filings with the Securities and
Exchange Commission.
These forward-looking statements are made only as of the date
hereof, and we undertake no obligation to update or revise the
forward-looking statements, whether as a result of new information,
future events or otherwise.
Note to Editors: Skyworks and Skyworks Solutions are trademarks
or registered trademarks of Skyworks Solutions, Inc. or its
subsidiaries in the United States and in other countries. All other
brands and names listed are trademarks of their respective
companies.
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